


The Shitpost Saga

by coolcat001100



Category: Cars (Pixar Movies), DARLING In The FRANXX (Anime), RWBY, Star Wars - All Media Types, The Avengers (Marvel) - All Media Types
Genre: An attempt to make the dumbest story ever
Language: English
Status: Completed
Published: 2019-12-17
Updated: 2020-04-03
Packaged: 2021-02-26 04:41:11
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 18
Words: 65,769
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/21827632
Author URL: https://archiveofourown.org/users/coolcat001100/pseuds/coolcat001100
Summary: From the mind of a 20-something manchild comes an attempt to make the dumbest fanfiction ever. When a failed attempt is made on Tony Stark's life, a nefarious scheme by Emperor Palpatine comes unfolded. A dark prophecy has foretold the galaxy's most powerful Relic being created by the consummation between "a masked hero of spiders and an icy queen of snow", and Palpatine intends to take full advantage of it. It's up to the Avengers and team RWBY to put their all into stopping him... but can they defeat the Empire on their own? And what exactly does the prophecy mean?
Relationships: Tow Mater/Lightning McQueen
Comments: 10
Kudos: 14





	1. The Original Skype RPs That Inspired This Stupid Thing

**Notes for the Chapter:**

> I first began writing this story almost a year ago, and like the chapter title says, it first spawned from a few shitpost RPs I had with my friends. However, this first chapter here is a bit different because this actually was the LAST chapter of the story I wrote as opposed to the first. When I originally wrote the REAL first chapter, I wanted to go directly into the events that happened right after what was detailed in the shitpost RPs because I was only showing this to my friends at the time, and since they already knew what happened I didn't want to waste time repeating myself.  
> Why did I only show this to my friends at the time? Well, I didn't want make it public right away and risk growing disinterested with writing this somewhere in the middle, which would end up with me abandoning it for a while before I finally got back on the wagon. As it turns out, I made the right move - I did end up taking a hiatus from writing it for a while, so waiting until it was all finished before I began uploading it turned out to be the right move.  
> Anyway, please enjoy the mind-melting stupidity.

“N-No… No! Please, don’t do this! You don’t have to do this!”

“...”

“Look, y-you can’t be doing this for no reason, right? Whatever you’re being paid, I’ll double it! Lord knows I can afford it, just leave me alone!”

“...”

“For god’s sake, won’t you even tell me why you’re doing this?!”

“...”

“...No. It’s… I already know, don’t I?”

“...”

“...Please, just… make sure Mater doesn’t see my body. Promise me that much.”

“...I promise.”

...

The afternoon sun shone brightly through the windows of the house, but the heat they brought was far from unpleasant, much to Mater’s comfort. It would typically get very hot in Radiator Springs this time of the year, but for today at least, the weather was far from the sweltering nightmare he was used to. He’d have plenty of time to enjoy it, too - today was one of his precious days off from work, and he intended to use every hour of it relaxing. All things considered, there was only one thing still eating away at his mind right now.

That thing being the fact that Lightning McQueen still hadn’t come back.

No one around town had seen him all day - in fact, the only trace of him that anyone had found at all was a set of his recognizable tire tracks leading from his and Mater’s home off into the distance. They didn’t go on for that long before they stopped entirely, so no one had any clue where he could’ve been. All they knew was that he certainly wasn’t around Radiator Springs.

As the rusty tow truck pondered this, he heard his front door open.

Turning to the direction of the sound, Mater saw a tall man with messy black hair, a red cape, and crooked crucifix pendant step into his house. While Mater flashed his usual toothy grin upon seeing him, he could tell deep down that something was wrong in the man’s face. Practically everyone knew how the scowl on his face would seldom leave, but this time, it had a hint of darkness to it. And for some reason, Mater also felt he could sense some regret.

“Hey!” he shouted. “What brings you ‘round here? Yer certainly a long way from home, aren’cha? C’n I getcha sumthin’ to eat, or-”

The man held up his hand, cutting Mater off. “I don’t wanna make this harder than it needs to be,” he said. “Let’s just get to the point.”

Mater cocked his eyebrow… or whatever serves as a car’s eyebrow in this weird-ass universe. I sure as hell don’t know. “Whaddya talkin’ about?” he asked.

The man looked him in the eye. Or windshiel- no, fuck it, he looked him in the _eye_ , you know what I mean.

“Lightning McQueen is dead.”

For a moment, Mater didn’t even react. The man’s words barely registered in his mind at all. It wasn’t until several seconds had passed when they began to truly absorb in his mind, the horrible truth finally taking hold of Mater’s train of thought. And as soon as it did, the revelation became unbearable.

“No… No, no, no!” Mater sputtered. “I… He can’t be! He jus’ went out last night, I _saw_ him! H-How can you even know he’s dead? How do you…”

He trailed off as he saw the regret deepen in the man’s eyes. In that moment, every terrible question in the tow truck’s head was met with an answer even worse.

“...It was _you_ , wasn’t it,” he said. “I… I shoulda known the moment you walked in… Momma always said nothin’ good would come from a strange man on your doorstep…”

The man tilted his head completely down at the ground. “I’m sorry… I didn’t want-”

“Oh, leave it,” Mater snapped. “You _clearly_ wanted it enough if ya went an’ did it anyway! Why?! Why’d ya have to go an’ do it?!”

Before the man could answer, Mater cut him off. “Ya know what? Don’t answer. It don’t matter none. He’s still dead… still lyin’ somewhere that he ain’t ever gon’ breathe or smile again…”

The man looked back up as Mater trailed off, beginning to sob. “Who’s gun’ help me take care of our kid, huh? Who’s gun’ help me take care of lil’ Mustang?!”

Those words stabbed like a spear right through the man’s heart. Familial responsibilities were something that resonated with him all too well, and the idea of Mater and Lightning’s child… he cut off the thought before it could continue. It was too much to keep.

Silence permeated the air, deepening the tension even further. Then, Mater spoke again.

“...Get out.”

The man finally tried saying something at last. “I’m sorry-”

“I want you to get out!”

“Please, I-”

“FOR THE LOVE OF GOD, GET OUT!!!”

At last, the man turned and walked away briskly, knowing that it was best if he got out of Mater’s sight as soon as possible.

Left alone, the rusty tow truck began to openly sob. His cries were loud and unrestrained, the emotional dam in his mind breaking and letting out the gargantuan waves of sorrow. Lightning McQueen, the car he loved, was dead. Now it would be up to Mater to break the news to his friends, the townsfolk, and the son that he and his love had been raising together. He didn’t know how much it would hurt, but he knew that nothing else in his life would ever compare to the hurt he felt right now, knowing that his sweetheart was dead.

“Lightnin’! LIGHTNIN’!”

...

Qrow stepped past the two guards bordering the doorway of the dark room and went inside, anticipation making his entire body feel lightweight. The blackness of the room was overpowering, only held off by the small lights around the room, illuminating how vast it was. The windows might have allowed more light to come in, but they only gave a view of the darkness of space, the stars in the distance being the only difference between outside and inside the space station.

Qrow walked to the far end of the room, stopping a few feet away from the elegant chair in front of the window at the back and the cloaked man occupying it.

“Well… it’s been done, _Emperor_ ,” Qrow said, his scowl seeming to deepen with the last word.

Palpatine grinned underneath the hood of his cloak. “Excellent, Mr. Branwen,” he rasped. “I take it the rumors were true?”

The red-caped man sighed. “Yeah… they were real, all right. His engine block’s already been delivered to the Atlassian military for safeguarding.”

Palpatine’s awful smile widened as he tented his hands. “Very good. Now that we know more relics exist, the secrets of the galaxy lay bare before us.”

Qrow tilted his head slightly. “Yeah… about that… what exactly is your plan here?”

Palpatine cocked his brow. “Hm?”

“I mean, not that I’m complaining,” Qrow explained, “But I thought that as soon as you found out Lightning McQueen’s engine block was another Relic, you’d want to take it for yourself. All you really needed was to know the rumors of more relics existing was true?”

Palpatine chuckled. “Surprised, Mr. Branwen?”

“Well, I… certainly feel like I’m missing something,” Qrow narrowed his eyes at the Sith lord. “You offered me team RWBY’s protection from Salem’s forces if I got Lightning McQueen’s engine block, and you’re just letting us keep it? Seems to me like I’m reaping most of the benefits from this deal.”

Palpatine shook his head with amusement. “How very amusing. What I gain from this knowledge is far greater than whatever that piddling Relic would give you.”

With that, the Emperor leaned forward in his chair slightly and began explaining. 

“Not too long ago, I discovered a prophecy of dark fortune on a hidden world in this system - one meant for only a Sith to find, for only a Sith would have the will to bring it to fruition. This prophecy spoke of a consummation between ‘a masked hero of spiders and an icy queen of snow,’ and how it would create a Relic capable of harnessing control over ‘beasts strong enough to tear the Earth apart with their very awakening.’ With such creatures under my control, the galaxy - nay, the _universe_ \- would be underneath my heel in an instant.”

“It was an enticing promise,” Palpatine continued, “But I had to be sure it was true. I know of Remnant’s history well enough to know that most believe only four Relics have ever existed. The most certain confirmation… would be a rumored Relic from another world entirely.”

“So now you have another Relic safe from Salem,” Palpatine finished, “And I have exactly what I wanted to know.”

Qrow took in Palpatine’s words, letting their terrible implications run through him. He always knew of what a terrible tyrant the Emperor was, and how any deal with him would be no better than one with the devil… but to have played into his plans for conquest this thoroughly was a horrific thought.

“I’m not sure I like where you’re going with this,” Qrow growled. “Already no one’s all that cheery with your occupation of Remnant, but taking the rest of the galaxy? I don’t need to know what these ‘beasts’ are capable of to know that putting them in anyone’s hands is bad news-”

“Careful now, huntsman,” Palpatine cut him off, pointing his finger dangerously. “I am pleased with how you have assisted me so far, and I intend to keep my promise… but what the Emperor gives, he is more than capable of taking away.”

Before Qrow could retort, Palpatine smiled his malicious grin as he stared into what felt like the huntsman’s very soul. “Oh, by the way… aren’t your two nieces in team RWBY? It would be a real tragedy if something befell both of them, wouldn’t it?”

Qrow balled his fists and gritted his teeth in barely restrained anger. He could take just about anything Palpatine could throw at him; hell, he probably deserved it for what he had just done… but seeing Ruby or Yang hurt because of him would feel worse than a bullet through any one of his bones. Effectively, there was nothing he could do.

He turned away, unable to look at the Sith lord’s revolting face anymore. “Whatever. My part’s over anyway. It’s time for me to go back.”

“Oh, I’m afraid you’re mistaken, Mr. Branwen,” Palpatine chuckled, just as the two guards near the exit pointed their weapons right at Qrow. As the huntsman stopped in surprise, he turned his head and watched Palpatine slowly rise from his seat, his figure’s overpowering presence becoming even more so.

“I believe this part of your story has only just begun…”


	2. fucc

The night’s darkness filled the foyer, sweeping over the furnishing and walls as it crept in from the gigantic windows. A few dimly lit lights were still on, but not enough to ensure that anyone walking through wouldn’t bump into or trip over something. It gave the large room a serene vibe in a way, one that would’ve made any visitors almost feel like they had walked directly into a painting, made by someone with a romantic flair for the night.

Of course, the chance of the building having any visitors was highly unlikely. The security systems were operating without a hitch as per usual, meaning the front door and windows were locked up, the anti-burglar alarms were set, and a variety of other measures taken were all performing their tasks as well. The owner had a mind like a steel trap, after all, and he had the security to go with it too.

The only creature stirring within the confines of the foyer wasn’t even a mou- sorry, a man. Not a thief or assassin or some other manner of criminal that could bring harm to the building or owner, but just a mere bird. At least… it appeared to be.

The crow slowly walked its way through the ventilation system, dust gathering on its feathers as an undignified reminder of the measures it had to take to enter the tower. It would’ve been foolish to assume that any of the windows would be closed or even breakable, so this was the only way - crawling through a cramp, dark installation of vents rather than flying and feeling the wind through its feathers. Well, no one said that this would be a totally clean night. Especially knowing why the crow was here in the first place.

At last, it reached a vent that exited into the foyer, squeezing through the bars and dropping down with an unceremonious thud. Maybe the dust just made it hard for the little crow to flap its wings and break the fall, or maybe it was so done with this stupid shit that it just didn’t care anymore.

Well, at least it cared enough to shift back into its human form once it got over the throbbing pain in its head.

Qrow slowly made his way through the foyer, looking for any potential traps or alarms that he could’ve triggered along the way. Knowing his luck, he probably already had and just didn’t notice. All he really managed to pick up was how extravagantly designed it was. He knew that the man he’d been sent to hunt down had some serious cash to flash, but the lack of restraint Qrow saw still surprised him.

Just as he started muttering some choice words about the 1% under his breath, he noticed the mini-bar and completely forgot his disdainful thoughts.

It didn’t take long for Qrow to creep over and note the entire smorgasboard of alcohol before him. Scotty Bolger’s, G.O. Juice, Rolling Rock - just a single look at the amount and different types of ale in the bar would’ve made Lemmy Kilmister's heart flip.

Clearly, this was a moment Qrow couldn’t pass up.

_I’ll call it early payment for this gig_ , he thought to himself. _It’s not like the guy’s going to need any of this where he’s going, anyway_.

Grabbing the nearest bottle, he opened it up fairly quickly and started chugging, taking in as much as he could in each gulp while still savoring the flavor, right from the bottle. Lost in the ecstasy of his rapidly approaching inebriation, the only thing that broke his focus was the voice that suddenly spoke up.

“You want that shaken, or stirred?”

Qrow choked on and spit up his last gulp as soon as the presence of the voice registered in his mind. When he recovered, he barely even noticed that the bottle was now 2/3rds empty, instead turning to see that, as his luck would have it, the man he was sent to kill was awake and staring right at him.

Not to mention equipped with a laser beam in the center of his gloved hand. Pointed right at Qrow.

“Actually, I think _I’ll_ decide,” Tony Stark said.

Qrow only had a split second to spin out of the way before the laser discharged, shooting through the air where his head had been just as he dodged. On instinct, Tony pressed a few buttons on his metal glove and it began expanding, nanomachines moving out and covering his entire body until he was completely cocooned in the Iron Man suit. Qrow reacted in kind, pulling out and readying his gigantic scythe just in time as Tony began firing more lasers. He moved quickly, blocking each one with the scythe and readjusting his stance as their sheer power took him off his balance. Eventually he had to dodge out of the way of one, and it ended up hitting the bottle he was still holding, shattering it to pieces as the liquid inside spilled on the floor.

A moment of silence passed, and Qrow could hear Tony mutter “Damn it, I was saving that,” before the rockets in his boots activated, propelling him forward. He held out his palms right as they made contact with Qrow, forcibly pushing him all the way across the room and up against the wall. His aura shimmered for a moment as it held against the impact.

Tony raised his fist and slammed it towards Qrow’s head, just before he ducked out of the way. He wasn’t so lucky on the second strike, feeling the gauntlet of iron smash right into the aura protecting his skull. Luckily, it bought him enough time to transform his scythe into gun mode, aiming and firing it right into his chest. The force of the bullet pushed Tony right off him and sent him careening into the ground.

Back on his feet, Qrow decided to keep pushing while he had the advantage. It wouldn’t be a smooth, quick kill like he hoped, but now he just had to sleep in the bed he’d made. He continued firing into the Iron Man armor, trying to wear it down while Tony struggled to get up. Eventually he raised out his arm and extended out a shield, blocking the bullets the caped assailant was firing.

Holding out his other arm, he fired another laser, hitting Qrow straight in the chest. While the force knocked him back, he managed to turn the tumble into a backflip, landing right on his feet just as Tony leapt forward, retracting the shield and pulling back his arm for a punch. Qrow shifted his scythe back into its bladed form, blocking the strike in the nick of time.

They engaged in brutal melee, each trading and blocking blows as fast as they could. Tony kept up a challenging back-and-forth, throwing out a punch or kick just before Qrow could block it with his blade or arm, and ducking out of the way or pushing the scythe aside before it could crack a serious dent in his armor. Eventually, Qrow shifted his weapon while blocking another blow, firing a point-blank shot into the iron helmet strong enough to knock Tony back on his… well, back. He lept into the air, intending to drive the blade right into the glowing core, just as Tony delivered a jet-powered double-kick into his assailant’s chest, shoving him several feet back.

Standing back up, he prepared a few missiles from his retractable shoulder pod, purposefully aiming around Qrow. As expected, he dodged the explosions easily and kept moving forward right at the Iron Man. Once he was close enough, Tony held up his arms in an X formation, the palms aimed right at the caped assassin.

“Say cheese!” he shouted, just before a blinding light flashed directly outwards from his gloved palms.

Qrow’s entire vision turned into fiery agony, striking him so hard that he nearly fell over as he halted his advance. He growled in pain as he shielded his eyes, unable to see anything around him, least of all Tony tackling him and pinning him against the ground, Qrow’s only mercy being his aura protecting his head from the hard impact against the granite floor.

“All right, let’s not drag this out more than we have to,” Tony said, “Who sent you?”

“What are you talking about?” Qrow growled, tears of pain covering his eyes as he tried to readjust to the dark world around him.

“Come on,” Tony retorted, “You’re an alcoholic loser, but unlike me you clearly don’t have anything else going for you in your life. You expect me to believe that you just came here because you were bored? Who the hell sent you?”

“Fine, fine,” Qrow responded, the pain low enough now to allow his eyelids to crack open slightly, revealing the reddened retinas underneath. “It was Palpatine, okay? Palpatine sent me.”

Tony scoffed. “Sure, and King Koopa put me in charge of Avengers Tower. Now start talking for real!” With that, he began charging another flash.

“I AM for real, you moron! Put that damn flash away!”

“What’s that? Charge it up even higher? Don’t mind if I do!”

“PALPATINE WANTS SPIDER-MAN, OKAY?! HE SENT ME BECAUSE HE NEEDED YOU OUT OF THE WAY!”

All of a sudden, Tony stopped charging his gauntlets. He simply stared for a moment, running Qrow’s words through his head. “Spider-man? Why him? What do you want with him?”

“It’s not me!” Qrow insisted. “Palpatine forced me to do this, I’m not part of his scheme! I’m just a guy he got in a bad situation!”

“Yeah, well your situation is about to get a lot worse if you don’t do some explaining,” Tony ordered.

Before they could continue, another, notably younger, voice added to the commotion. “Mr. Stark? What’s going on here?”

They both turned in the direction of the voice, and speak of the devil, it was none other than the friendly neighborhood wall-crawler himself in the flesh, if not in the costume.

“Kid?” Tony asked incredulously, retracting his helmet. “What are you doing here?”

“I just wanted to know if you wanted to see _Hamilton_ sometime this week,” Peter Parker said, as if he was just running into his mentor figure at the supermarket rather than in the middle of an intense confrontation. “I figured if anyone could get tickets, it would be y-”

“Y’know, I’ve got a better question,” Qrow interjected, “ _How_ did you get in here? Security here’s tighter than Glynda’s asshole.”

“Hey, language around the kid,” Tony warned him. Upon realize what he’d said, he muttered “Damn it, I’m turning into Rogers…”

“I’ve got the special access key.” Peter said, holding up a palm-sized card.

“Of course there’s an access key…” Qrow growled.

“So,” Peter began, “I think I heard you guys talk about me- I mean, uh, about Spider-man? Why, what’s up?”

“You don’t need to hide anything, kid,” responded Qrow, “I know who you are. And it’s a pretty long story, so you might want to get comfortable.”

“Yeah, well if it’s that long, you’d better start talking now,” Tony said. “And you’d better make sure you don’t forget any little details, got it?”

“Hey, back off, punk,” said Qrow, grasping Tony’s arm in defiance. “If you want to take down Palpatine, then I’m on your side here. But I’d appreciate it if you actually listened, okay? Stop acting like you’re going to blow my head off any second, and I’ll comply, I promise you.”

Tony gave a moment of contemplation. This vampire-wannabe looking cretin, who just a moment ago was trying to kill him and said he was coming after the kid he was supposed to watch over, thought he was in any position to demand decency? How deep was the alcohol in his brain?

Then again, neither he nor Peter had any idea what was going on. If they wanted to get to the bottom of this, they’d have to trust him at least a little, and hope that the cost wouldn’t be too high.

Begrudgingly, Tony let go of Qrow and allowed him to stand back up. Heaving a sigh, he then spoke to his in-suit AI. “Call up the Avengers, and let them know that the sooner they could be here, the better.” He turned to Peter, “You, let’s get you something to eat, we might be waiting a while. And you,” he continued, turning to Qrow, “Clean up the mess. I’m not letting that stain the floor.”

Qrow scoffed. “Fine. Just let me call in some contacts of mine while you’re getting yours in.”

“That won’t be necessary,” Tony insisted. “This is an Avengers-only thing. Just because we need you that doesn’t mean we’re letting your friends have a slumber party here too.”

“They’re just as affected by Palpatine’s actions as me,” Qrow fired back. “Besides, you’re going to need all the help you can get if you want to take the fight to Palpatine.”

Before Tony could respond, Peter walked over and spoke up. “He’s got a point, Mr. Stark. I’d feel better going against Palpatine if we had more help.”

Tony regarded him for a moment before turning back to Qrow. “Tell them to make it snappy. Also, I’m gonna have to screen them and take any weapons they have before they go anywhere near the meeting room.”

Qrow chuckled, the first time he had anything resembling a smile the whole night. “That might be tricky. Team RWBY doesn’t like being separated from their weapons.”

…

In Radiator Springs, a young car slowly opened the door to his parents’ bedroom as he heard some shuffling inside it. The light from the outside entered as the door went ajar, revealing the tow truck inside working with something on the counter.

“Papa?” the young car asked. “What are you doing?”

Tow Mater tensed up, making sure his son couldn’t see what he was constructing. “Nothin’, boy. Go back to bed.”

“But I’m not tired, papa,” the young car insisted. “Why are you still up?”

“I’m sorry, sport, but this here’s personal business. It’s just a little adult secret, ya dig?”

“This doesn’t feel like it should be secret, papa. I just wanna know-”

“Well, you can’t, aight?” Mater said, a bit more harshly than he meant to. “It’s just something for me, and me alone. That’s the way it’s gotta be.”

The young car cast his gaze downwards, now glum. “Daddy wouldn’t a-kept secrets from me.”

Mater glared intently at his son with that, feeling some of his self-control ebbing away. “Mustang, please just go to bed.”

Before either of them could say anything more, the thing Mater had been working on was accidentally knocked over by his hook, and it tumbled to the floor. In an instant, Mustang recognized what it was, causing his eyes to go wide in shock.

“Papa… what is-”

“Son, I’m sorry, but you need to leave now,” Mater said, scooting over to his son trying to ensure the conversation ended as soon as possible.

“What are you gonna do, papa?! Why are you building a bomb?!”

“There are things goin’ on in the world that yer’ too young to understand, okay?!”

“Things like what?! Violence? Turr-ism? Murder?”

“Things like justice, boy! I’m not gonna sit idly by while yer’ daddy’s killers can walk free!”

“This ain’t right, papa! Daddy wouldn’t have wanted this!”

With that, something inside Mater finally snapped, after days of it being worn away by everything around him. “LIGHTING IS DEAD! YOU DON’T KNOW WHAT HE’D A-WANTED!”

As soon as Mater said those words, he wished he could’ve stuffed them right back into his mouth. Mustang’s face broke immediately, and he ran back to his room sobbing, slamming the door right when he was inside. Mater turned to the ground, looking as broken outside as he felt within.

With no possible way left for him to make the night even worse, he turned back and walked over to the counter he had been at, carefully placing the makeshift bomb back on it’s place.

“It’ll be okay, my sweet bolt,” he mused, recalling his pet name for his long-gone lover. “There’s gun’ be justice on God’s green Earth if I’ve gotta claim it with my own bare tires.”

**Notes for the Chapter:**

> So there you have it: the first two chapters of this cringefest. I'll be uploading these on a weekly basis, so expect the next one to come out on Tuesday of next week. I'm certain you'll be anticipating what'll happen next... (sarcasm).


	3. Return of the Empire of the Phantom of the Hope of the Revenge of the Clones of the Last Awakening

The Avengers and co. had all gathered together fairly promptly, even earlier than Tony had been hoping for. Following a brief attendance check and searching the new guests to make sure they’d left their weapons behind (which they didn’t look happy about), they had all collected into the meeting room. Steve Rogers stood at the front, with the rest of them sitting at the table or standing around in no real pattern, save for the Guardians, who stood together near the leftmost wall, and team RWBY, who all sat at the far end of the table between Qrow and Vision.

As for the rest of them, make it up in your head; I’m paid to write this crap, not sort it out for you like your damn maid.

“Well then, let’s begin,” Steve, well… began. “As some of you were informed, this man broke into Avengers Tower last night and attempted to kill Tony Stark. When he failed, he explained that he was sent by none other than Emperor Palpatine, who didn’t want Tony to interfere with his plans for Spider-man. Apparently… Yes, Scott?”

Scott Lang, who had slowly raised his hand like a schoolboy in class, spoke up. “Captain America, sir, I would like-”

Steve wove his hand as he cut him off, a small smile on his face. “There’s no need to call me that when we’re off the field, Scott. ‘Steve’ is fine.”

Scott blinked before responding. “Oh… uh, thanks!” Remembering what he wanted to say, Scott continued. “I was just thinking that it, well, it might be best if there’s a limit on how many snacks we can take off the table.”

Steve and some of the other Avengers gave him an odd look. “I… think we all know well enough to leave some for everyone, Scott.”

Scott nodded before continuing. “Right, I just ask because she’s already taken all the cookies.”

With that, he pointed across the table. The others followed his finger to Ruby, who currently had her mouth stuffed with the cookies that had laid out on the table.

She looked at Steve innocently with her big, silver eyes. “These cookies are delicious!”

Steve sighed before continuing. “Back to business, it turns out there’s a prophecy the Emperor found that predicts the creation of a powerful device called a ‘relic’. I believe you’re more familiar with these devices, Mr. Brawen?”

Qrow stopped leaning back in his chair and looked to Steve, the permanent gloominess in his eyes clear as day. “‘Qrow’ is fine. And yeah, we’ve dealt with them. Powerful things, created by the gods themselves. They can give you infinite wisdom, destroy anything in the world, and other crazy nonsense like that.”

“These sound uncomfortably close to another set of artifacts we’ve dealt with before,” Thor spoke. “And once again, they sound too dangerous for any mortal to wield. What kind of god would lose even a single device that powerful in another realm?”

“Oh, they didn’t lose them,” Qrow said bitterly. “They _gave_ them to humanity. Thought giving us four all-powerful trinkets would help them pass judgement on us or something.”

“Do not take this personally,” Thor said, “but your gods sound most unwise.”

“I’d call that an understatement,” Sam Wilson chimed in. “Try ‘crazy outta their godly skulls’.”

“It was bad enough when there were just four of them we had to worry about,” Weiss spoke up, “but now it turns out there are more of them out there - and knowing our luck, Lightning McQueen’s engine isn’t the only one.”

The atmosphere of the room was broken by the rough sound of coughing. Everyone turned to see Peter Quill, who had just started choking on his Ecto-cooler.

“I’m sorry,” he said through gasps for air and coughs, “Did she just say that… that Lightning McQueen was wrapped up in this?”

“That is… the talking car, right?” Mantis asked, clearly just as confused about this as the reader is.

Qrow turned his glare to Quill. “Yes. Palpatine originally reached out to me because he wanted to know if the rumors were true. He’d help ‘protect’ us and let us keep the relic, and in return he’d get confirmation that more could be created.”

“Which brings us to his plan,” Steve jumped in. “He believes that the consummation between two specific people will create a new relic with enough power to let him rule the galaxy. The prophecy speaks of ‘A snowy queen of ice,’ who we assume to be Queen Elsa, and ‘A masked hero of spiders’, which of course he believes to be Spider-man.”

With that, nearly everyone turned to look at Peter Parker. Glancing around at all the eyes now on him, he crossed his arms on the table and turned to team RWBY. “I-I mean, I’m sure Spider-man wouldn’t do it. He wouldn’t just-”

“Dude, we know he’s you,” Yang said. “Uncle Qrow already filled us in.”

“...Right,” Peter said, looking down. “Right…”

“Each relic apparently represents something,” Tony brought up. “Destruction, creation, all that artsy stuff. This new relic is supposed to represent ‘control’, and according to tall-dark-and-moody here, Palpatine wants to use it to reawaken and control these things called ‘Claggasaurs’, or something.”

“It’s ‘Klaxosaurs’, nerd,” Qrow growled.

“What, _I’m_ the nerd?” Tony turned to face him. “I’m not the one who brought a sword to kill a guy with repulsor technology, pal.”

“It’s a _scythe_ ,” Qrow bit back.

“See, _now_ who’s the nerd?” Tony added.

“Hey, scythes aren’t nerdy!” Ruby chimed in. “They’re cool - a lot cooler than dweebs who stay in some robot suit to fight!”

Before they could continue (though not soon enough to interrupt the “Yeah!” by Yang), Bruce Banner interrupted the squabble. “Hold up, hold up. Did you just say ‘Klaxosaurs’?”

“Yeah. I **did** ,” Qrow answered, ending with a glare at Tony.

“Oh no…” Bruce mused, suddenly looking worried. “This is bad… this is very bad. We can’t let Palpatine get any further - we have to do something immediately.”

“Why, what is it?” Tony asked.

“I’ve researched the Klaxosaurs a bit myself - they were _bad_ news,” Bruce explained. “The last time they fought with humanity, it nearly destroyed both species; another war with them would have casualties on a scale we’ve never seen before - especially if Palpatine’s controlling them.”

“Well, come on,” Quill said, “We’ve taken down Thanos already, how much worse can it get?”

Bruce looked at him, a deadly serious look on his face. “It can get worse. A lot worse.”

The room grew quiet. No one knew what to say until Parker spoke up.

“I mean, hey, at least we know about it, right? I don’t even know this ‘Elsa’ woman - it’s not like I need to date or even meet her or anything! We’re pretty much safe, aren’t we?”

“Not necessarily,” Blake countered. “Where we come from, prophecies aren’t just predictions - they’re promises. There have been nightmarish cases where people do everything in their power to prevent them from coming true, only for them to turn out self-fulfilling anyway. Fate isn’t some dormant force - it’s an unbeatable opponent. The harder you try to fight it, the harder it’ll fight back.”

“What? But- no!” Parker stuttered. “How is it even possible if-”

“She’s right, young mortal,” Thor agreed. “It is not up to mankind or even gods to decide fate. That can only be controlled by the Norns, in the roots of Yggdrasil.”

“Oh great,” Parker sighed, “So I’m going to end up dating this ‘Elsa’ whether I like it or not?”

“We can’t know for sure,” Steve offered, “but regardless of that, we need to plan for either scenario.”

“Well, I think our course of action is clear,” Yang stood up, punching her fists together. “We find Palpatine and knock his butt into next year before he knows what’s happening! Meeting adjourned?”

“Just what I was thinkin’!” Rocket said, pointing to her. “I like this one - clearly _she_ should be leadin’ us!”

Before Quill could voice his complaint, Ruby did it for him. “Hey, _I’m_ the leader!”

“Quiet, girl, blondie already spoke,” Rocket said. “Meetin’ adjourned!”

“It won’t be that simple,” Steve assured them. “Palpatine leads one of the strongest factions in the universe - SHIELD’s avoided clashing with them so far purely out of luck. We can’t just run into his headquarters guns blazing without a plan; we need to be smart about this.”

“The meeting is not adjourned,” Drax agreed. “It has only just begun.”

“I thought it began eight pages ago?” Mantis asked.

“Cap’s right,” James Rhodes chimed in. “The Galactic Empire’s not some run-of-the-mill Hydra or AIM knockoff; they’re serious business. They’ve got enough firepower and tech to knock us back into the stone age, even without the Klaxosaurs. Whatever we come up with, we’re going to need to do it soon.”

“Agreed,” Steve, well… agreed. “That’s why we’re going to go after Palpatine on multiple fronts. We’ll start with some light skirmishes against his forces, to see what we can expect to go up against. We’ll split into separate groups so he can’t defend against us all at once, and go for vital locations whenever we can.”

“It would be wise to make sure we strike as far from Earth as possible,” Vision added. “If we make it obvious where our attacks are coming from, then we’ll bring the full wrath of the Empire on all of humanity. We cannot afford such a risk.”

“You need some starships, then?” Quill interjected, putting his hands on his hips and striking a heroic pose, prompting Gamora to roll her eyes. “I can help with that.”

“We should also let SHIELD know what’s going on,” Tony offered. “Our relationship with them is pretty rocky, but something tells me we’ll need them just as much as they’ll need us for this. At the very least they can help the UN prepare for a potential invasion.”

“I’ll contact Fury as soon as possible, then,” Steve nodded. With that, he turned to Qrow. “As for you all, we’re going to need as much intel on the Empire as we can get. If Palpatine still doesn’t know you’ve betrayed him, you can still find out more of what he’s planning. You up for doing some inside work?”

Qrow was silent for a moment, almost looking like he was pondering Cap’s idea. Then he looked up at him, a slight smirk on his face. “Hey, I’m not the leader of team RWBY; you’ll have to ask my niece.”

With that, Steve turned to Ruby, who straightened up when she saw him looking at her. He smiled. “What do you say, young lady? Ready to help the Avengers save the world?”

A grin spread across her face in an instant. She turned to her teammates, who nodded (or gave a thumbs-up, in Yang’s case) before going back to Steve. “You can count on team RWBY, Captain America!” After a second, she shivered with delight. “Ahh, it feels so cool just to say that!”

“Then it’s decided. I’ll get in touch with Fury and SHIELD; Quill, you get to work on getting those ships. The rest of you should take this time to prepare and-”

“HOL’ IT RIGHT ‘DERE!”

An unfamiliar, hickish voice came from the entrance to the room. Turning to look, everyone was shocked and confused to see a bucktoothed, rusty tow truck in front of the doorway, with a crazy look in his eyes… or windshield, I guess.

“All right… let me ask y’all somethin’,” Tow Mater said, his voice low with fury. “Do any’a y’all b’lieve ‘n J’s’s?”

“What?” Natasha Romanoff asked.

“Well then-” Mater continued, before Natasha cut him off.

“No, seriously, what was it? Your accent sounds like you’re talking through Old MacDonald’s bare ass.”

“It sounds more like he’s talking through a mouthful of denim overalls,” Weiss offered.

“Or gargling with mud after brushing with a stack of hay,” Sam suggested.

Drax laughed. “He sounds like he’s talking like a hick!”

Rocket gave him a look. “Yeah… we kinda got that.”

“Shut up!” Mater yelled, even more angry now. “Now, I’m gun’ repeat myself once more, so pay attenshun! Does any of y’all believe in Jesus?”

Thor scratched his beard for a moment. “Hm, I cannot recall… is that one of your gods?”

“Nah,” Yang answered. “At least, I don’t think so. No one had time to learn their names, they kinda ditched us.”

Mater opened his mouth to continue, but by then it was almost like the group had forgotten all about him as Thor continued. “Well, that’s no good. The gods should inspire their people, not leave them behind.”

“You’re an inspiration to _me_ , Mr. Thor,” Scott quickly added.

Thor turned to him, looking like Scott had just offered to shrink and crawl up his anal cavity. “Did you just call me Mr.-”

“ENOUGH!!!” Mater screamed, finally done with everything. “I’mma just git to the main point, then. Y’all’s souls had better belong to Jesus…”

With that he opened his front hood, revealing what had been strapped to the engine - a large high-explosive anthrax bomb, powerful enough to level the floor they were on and poison the rest of Avengers Tower.

**“‘Cause yer asses belong to _me_!”**

**Notes for the Chapter:**

> Merry Christmas, everyone. Hope you enjoy this pile of fresh dookie.


	4. Revelations of Origins, and Other Generic Subtitles

Everyone stood in the briefing room with either their weapons drawn or in a fighting stance. The tension was thick enough for Gamora to slice clean through it, as all eyes were on Tow Mater and the anthrax bomb strapped to his engine, the detonator in his tow hook. Mad rage was still in his windshield eyes as he glared around the room, though mostly at Qrow; the man he knew had assassinated his true, thundery love.

“Take a good, hard look at alla’ these people, yeh dirty son of a bitch,” Mater growled, “‘Cause it’s gonna be the last time you ever do!”

“Put the detonator down, sir,” Steve ordered, his trusty shield held directly in front of him.

“Or what?!” Mater yelled. “Yeh’ll make me more dead?! I’m goin’ down either way; an’ I’m gon’ make sure I take down that murderin’ bastard with me!”

“So you would kill all of us too?” T’challa asked. “Trade the blood of many for the blood of one?”

“I always knew there’d be collateral damage,” Mater mused, “an’ if it means takin’ down the Earth’s mightiest heroes too, then so be it!”

“That show was already cancelled,” Mantis tried to explain.

“Hey, here’s an idea,” Tony said, who had already extended out the entirety of his armor, “We let the homicidal tow truck take this outside with Trevor Belmont here, and the rest of us stay in and avoid all this.”

“Oh, great damn idea, genius!” Qrow snapped. “Weren’t you supposed to be our ally in this?!”

“I’m sorry, I seem to remember you trying to kill me last night,” Tony fired back.

“And I told you all of Palpatine’s plans and agreed to go undercover for you, didn’t I?!”

“Technically, that was your niece’s decision.”

“Hey, he said he was sorry!” Ruby interjected upon being referenced. “Besides, you need him for this!”

“We could just use you instead,” Tony explained. “In fact, I think I’d probably prefer it.”

“Then Team RWBY is not helping you unless you make sure uncle Qrow lives!” Ruby shouted, increasingly frustrated. “As team leader, I officially decree it!”

“Damn, sis, you’re on fire today!” Yang said, thoroughly impressed.

“Don’ worry, you’ll _all_ be on fire soon ‘nough,” Mater continued, “‘Cause no one’s leavin’ here alive! I want you to know what it’s like to lose family yeh love, ya dirtbag!”

“Well this is just great,” Blake muttered, “We get to be killed by a talking tow truck.”

“No we don’t,” Drax announced, “Not if I kill the tow truck first!”

“Yeah, good luck with that when he’s got a bomb,” Scott said, internally panicking.

“That means don’t do it, Drax!” Quill yelled, internally cursing Scott as he saw Drax shift his knives in preparation to dart forward. “You hear me?! Don’t do it!”

“All right, all right, everyone slow down a minute! Slow down!” Parker shouted. He then looked right at Mater; nervous as he was, he was determined to make sure the situation wouldn’t escalate any further. “Mr. Mater, please, just put down the detonator. No one has to die today.”

“Yeah?!” Mater said, hate laced in every word of his. “Jus’ like Lightning didn’t have to die? Jus’ like my sweet bolt?!”

“I understand that you’re angry, and I’m sorry about what happened,” Parker continued, “but this isn’t going to make things better.”

“You don’ understand,” Mater choked out, tears starting to fill his windshield. “Lightning was my world, an’ Qrow took that from me. My entire world… was jus’ ripped away from me because of him.”

“He didn’t have a choice!” Yang stated. “We couldn’t let the relic fall into Salem’s hands, and he needed to keep us safe! There wasn’t anything better he could-”

“THERE’S ALWAYS A CHOICE!” Mater yelled, fully crying by now. “Don’t you tell me that there ain’t no choice!”

“I know,” Parker said. “And you have a choice right now too. You don’t have to do this.”

“Don’ act like you know _anything_ about me and my situation, kid.” Mater growled. “You don’ know what it’s like to lose someone this close t’ you!”

Parker simply stared at him. “...Yes, I do.”

Mater paused for a moment, shocked by the calm conviction in his voice. “What…?”

“I lost my Uncle Ben around the time I got my powers… just before I became Spider-man,” Parker explained. “My whole world was shaken. I felt angry, scared, confused - everything _you’re_ feeling right now.”

For a moment, there was silence in the room. Then, T’challa spoke up as well.

“My father was the Black Panther before me; until he died at the Vienna Accords. To this day, it feels like his time came far too soon.”

“I lost the woman I loved. And for years," Steve chimed in, glancing over at Bucky, "My best friend…”

“My mother…” Quill said, his aim on the element guns trembling as he recalled what happened, prompting a concerned look from Gamora. “My own mom… I...”

“I lost my mom too.”

Quill slowly came out of it as he turned to Ruby, who offered him a sympathetic smile before she turned back to Mater. “A lot of us have lost people… but that doesn’t mean we need to make others lose their loved ones as well. We can live on in their names, let them motivate us to do good things. It’s like you said yourself: there’s always a choice.”

Mater looked around the room, feeling increasingly unsure about what he was doing. This was a place full of heroes, from all parts of the world; and here he was, some no-good rabblerouser about to blow them all up.

“For god’s sake, man, I have a daughter,” Scott said. “I know I’d be crushed if anything happened to my Cassie. Please, don’t do this to her.”

“Mater…”

The rusty tow truck turned in the direction of Weiss, who was looking at him dead in the eyes.

“We know you have a son. Think about Mustang. He’s the last part of Lightning McQueen you still have. Don’t leave him all alone.”

Memories flashed across Mater’s mind as soon as she said it. Seeing Mustang’s eyes open for the first time as Lightning had held him, watching him blow out the candles on his birthdays, playing catch with him in the backyard. Moments that, a minute ago, he had been willing to give up to blow up the most beloved heroes on Earth.

The detonator suddenly felt a lot more heavy in his hook. His eyes were red with tears as he struggled to comprehend his actions. “I… I-”

“That is enough.”

Suddenly, the bomb on his engine began separating, each piece being lifted by small circles made of hypnotic yellow lights. Mater looked in confusion as the pieces were scattered in front of him, barely noticing that he dropped the detonator in his stupor. It landed on the button that would have set off the bomb in its finished state, now simply clicking on the ground unceremoniously.

The heroes’ eyes were drawn away from Mater as they saw the one who had defused the bomb step forward, now a lot less quiet than he had previously been the whole meeting.

“Thank you, everyone,” Dr. Stephen Strange announced, “you managed to stall him long enough for me to fully defuse it.”

“H-Huh?” Mater sputtered. “Stall me?”

“Ah, we didn’t know he was going to do that, honest,” Parker quickly said, “We really meant everything we said!”

“Yeah, totally!” Yang added. “So, no hard feelings or anything, right-?”

“That’ll be all, thank you,” Strange cut them off before he turned to Mater. “Young man… er, truck- oh, forget it,” he said, sighing in frustration. “ _Sir_ , in attempting to assassinate both me and the Avengers, you have threatened the sanctity of this world. By right of my title as the Sorcerer Supreme, I place you under official detainment.”

“What?!” Mater said, starting to panic as the weight of the situation fell upon him. “But- But you can’t arrest me! What about Mustang? What’s he gon’ think when-”

“We’ll let the authorities in his area explain what has happened gently,” Dr. Strange explained. “In the meantime, you are not fit to be roaming freely when you have brought a high-explosive anthrax bomb into a meeting between the Avengers. I will call in SHIELD and place you under their custody, during which they will attempt to rehabilitate you.”

Mater started sniffing. “I… I understan’... I just don’ know what to do, I’m so- so scared, an’, an’, an’-”

Suddenly, Bruce Banner spoke up. “Ah, Dr. Strange?”

“Hm?” Strange turned to face him as Bruce walked over.

“If I may, I’ve become something of a specialist in hormonal and emotional imbalances - you can probably guess why.” Bruce chuckled with that last bit. “I believe I would be a prime candidate for overseeing the reformation of this tow truck here. It’s clear to me that he’s suffering from a lot of emotional baggage that’s going to require some serious work for him to move past. From one doctor to another, I see someone right now who needs my help.”

Strange looked to Mater, then back to Banner, pondering his suggestion. From the briefing, it was clear that just about every Avenger would need to be readily available in the coming days, but then again, trying to help others in their times of need was in their nature as well. It wouldn’t be incorrect to say that his expertise in psychological problems wasn’t as expansive as his other skills, and if Dr. Banner was offering to give SHIELD a hand… well, it wasn’t really up to them to hold him back.

Strange turned to Steve. “What do you think, Cap?”

“We may need you at a few points in the coming days,” Steve said, “but as long as your presence isn’t essential, you may spend as long as you wish reforming Mater.”

Strange, Banner, and a few others nodded in agreement, and the writer groaned upon realizing that the stupidity of this story had increased to the point where a doctor and a wizard were going to try psychologically reforming a freaking tow truck. For a moment he briefly considered downing all of his old Tourettes meds, and then decided not to because he saw a “do it for her” poster with pictures of his waifu, Hanako Ikezawa.

With that, Strange created a set of enchanted chains around Mater and began leading him out, Banner following closely behind. A pregnant pause filled the room, creating an uneasy silence until Qrow turned to Yang.

“Really? You were asking _him_ to make sure there were no hard feelings after he just tried to kill all of us?”

Yang shrugged. “Just didn’t want him to think we were lying or anything.”

“That’s enough of that,” Steve spoke up. “We’ll let Dr. Banner and Strange handle his delivery to SHIELD. As for us, we’ve all got work to do. Let’s move out, Avengers.”

With that, everyone began filing out of the room, some awkward chatter rising up here and there in the wake of the insanity that just occurred.

“Sheesh, what a whackjob,” Rocket muttered to Groot. “If I had my way, we woulda iced the guy as soon as that wizard stepped in.”

“I am Groot.”

“Yeah, well, he’d better not expect me to be all friendship and hugs if he comes my way again.”

As they walked out, Peter caught up with Tony, matching his pace once he was close enough. “Mr. Stark? There was something else I was wondering too.”

“No, I’m not poking you back on Facebook,” Tony said without breaking stride.

“Wha- no, that’s not it!” Peter responded. “I was thinking, this is going to be a pretty serious thing, right? I mean, Palpatine’s no joke; we’re going to need all the help we can get.”

“Yes, which is why Steve’s gonna go contact SHIELD and see if he can get them to do their jobs right for once.”

“Well, yeah, _but_ ,” Peter stopped walking, prompting Tony to do the same and turn to face him, “Just hear me out on this… we could see if a certain guy I know would be willing to join the fight as well.”

Tony took a moment to rack his brain, wondering what the kid could be talking about. Then the answer hit him, prompting him to look at his intern with a look that Peter instantly recognized as “the look”.

“...I hope you’re just suggesting that I give your pal Ned an internship and it’s not what I think it is.”

Peter shuffled slightly. “Well, I’m not talking about Ned, so-”

“No.”

“Wha- hey!” Peter quickly went after Tony as he turned around and started walking again. “I’m serious, man! Palpatine’s forces aren’t gonna be any kind of pushover, and Eddie could really help us!”

“Yeah, well, last I checked he wanted to make you into a spidery takeout meal.”

“Look, I know they’ve got a bit of a grudge against me, but they’re not going to ignore a threat like this! I mean, they’re going to be on the receiving end of the Empire and the Klaxosaurs just as much as anyone, right? You know the saying, ‘The enemy of my enemy is my friend’?”

“Yes,” Tony said, turning around and stopping again, “and there’s another saying, too. It goes ‘Negotiating with carnivorous aliens is a bad idea, sport’.”

“That’s clearly not a real saying.”

“It totally is, look it up. Your school has databases, right?”

“I agree with him, Tony,” Steve said, walking over from the corner he had turned just a second ago.

Tony turned to Steve, an incredulous look on his face. “Are you serious? You want to let a bloodthirsty cannibal join us?”

“I’ve got my own reservations about it as well,” Steve explained, “but the kid’s right. We’re going to need every bit of help we can get in all this, and Venom could make for a powerful ally.”

“Oh, wonderful idea, Steve,” Tony snarled, “and maybe next we can send him to ask Tanya Degurechaff and Lord Sauron if they want to help out, too.”

“I’m not saying it won’t have risks,” Steve calmly responded, “but Eddie Brock isn’t unreasonable. If he knows what’s at risk here, there’s a good chance he’ll listen.”

“So we just send off the poor kid to the doorstep of the guy who wants him dead?”

“Well, no,” Steve said, “at least, not alone.”

Tony paused for a moment, raising an eyebrow. “Go on.”

…

_Ding-dong!_

The afternoon sun shined brightly on Peter and Tony as they waited on the porch to Eddie’s apartment. Tony had come fully decked out in his Iron Man suit, and had insisted that Peter do the same, “just to be safe”. Even then, Tony felt deep down like it wasn’t enough. If this went badly… well, he wasn’t sure what he would do, other than give Venom a thorough beatdown.

“For the record, I still don’t like this,” Tony said.

“You don’t have to like it, Mr. Stark,” Peter responded. “Just help me out with this.”

As if on cue, the door opened. In its frame stood Eddie, who squinted slightly as his eyes adjusted to the light.

“Hello? What’s going-”

He cut himself off as soon as he recognized who was in front of him. Peter Parker, who saw no point in wearing his mask due to Eddie already knowing who he was, put on the friendliest smile he could. “Hey, Eddie! How’s it swinging?”

Only a second passed as the situation registered in Eddie’s brain. After a deadly moment of silence, he reached out with startling speed and grabbed Peter by the collar as his arm transformed, the sudden strength and surprise throwing the wall-crawler off-guard. Tony instinctually raised and aimed his hands right at Eddie as he walked through the doorway and the symbiote suited his body, lifting Peter off the ground while his frame increased dramatically.

**“How very kind of you, Spider-man,”** Venom growled, **“You delivered yourself right to our doorstep, with no trouble at all.”**

“Put him down, Venom!” Tony yelled. “You’re making a big mistake!”

**“We were going to order pizza tonight,”** Venom continued, disregarding Tony, **“but spider sounds a lot more delectable.”**

“I’m not here to fight!” Peter yelped, trying to pry open Venom’s crushing grip. “I just want to talk!”

“If you don’t put him down right this second,” Tony repeated, “things are going to get even uglier than you are.”

“I’ve got this, Mr. Stark! Just give me a second!” Peter insisted.

**“So many meals you have denied us,”** Venom leaned in, **“so many delicious snacks. All for the sake of protecting the bad men you were fighting too.”**

“Yeah they were bad, but we don’t kill people!” Peter explained, “And we don’t eat them either!”

**“That sounds like a personal problem.”**

“You’ve got a few seconds to put him down, freak,” Tony warned, “choose your next move wisely.”

“It’s Palpatine!” Peter yelled. “We’re trying to fight Palpatine!”

Venom blinked in surprise, comprehending what he had said. **“Palpatine?”**

“Yes, yes! He wants to destroy the world and control the Klaxosaurs! We came because we need your help!”

Venom looked at Peter, then at Tony, then back at Peter. For a dangerous moment, Tony was fully prepared to fire away and not stop until Peter’s nemesis had been reduced to a fine black goo. But just as he was about to blast him to kingdom come, Venom spoke again.

**“You are lucky that my partner is so willing to negotiate, Spider-man.”**

With that he released Peter, prompting an “oof” as he landed. The symbiote suit retracted until only Eddie was standing there, the look on his face still serious but thankfully a lot less angry.

“Come inside,” he said. “We’ve probably freaked people out enough here.”

Sure enough, Tony and Peter looked around and noticed a few passerbys in the city looking in horror or running away screaming. One woman was grasping and leaning against a stop sign in an effort to prevent from fainting.

Peter’s plan had gotten off to quite the rocky start, but at least it was a start nonetheless.

“We’ve got it under control, everyone,” Tony announced to anyone who could hear. “Move along, we’ll take care of it.” With that, he and Peter walked inside. 

…

“So Palpatine’s finally turned his attention to Earth, huh?”

The inside of Eddie’s apartment was a lot cleaner than Peter and Tony had expected it to be. Whenever they had previously thought of the bloodthirsty symbiotic duo, they just assumed their living quarters to be about as animalistic as anyone would assume - dirty, dark, and covered with food stains. Surprisingly, though, it looked like Eddie still retained his sense of dignity and presentation, as the interior looked indistinguishable from how anyone else in the city would keep up their house and home.

It was so well-kept that it almost made them forget that they were talking to a guy who had an alien inside him (not like that; don’t be a pervert, you bakas) that got his kicks out of eating his victims.

“Yeah,” Peter explained, “And he’s not going to keep waiting around for long, either. He wants to get this relic that’ll allow him to awaken and take control of the Klaxosaurs, and then use them to conquer the galaxy.”

Eddie regarded Peter and Tony coolly, who were sitting at his kitchen table while he leaned against the counter. When he said nothing, Peter spoke up again. “You see, uh, the Klaxosaurs are these alien dinosaurs, and-”

“We know what the Klaxosaurs are, kid,” Eddie stated. “I researched them a while back for an article on aliens we’ve encountered. We know enough to get that if Palpatine wants to use them, we’re in a heap of trouble.”

“Yeah, exactly!” Peter said before turning to Tony. “See, I told you he’d get it!”

Before Tony could fire back, Eddie walked over and leaned his knuckles on the table. “But here’s what we still don’t get, though: why are you coming to _us_ for help? Last time we checked, both of you were part of the world-famous super-team made to deal with problems like this yourselves.”

Tony interjected before Peter could answer, not wanting to miss the opportunity to lay into the guy who had just threatened his charge a bit more. “I dunno, we just figured that you might care about the world being destroyed, unless that parasite is making you think that’s still a good idea.”

“Hey, don’t call him a parasite, okay?” Eddie snapped. “Only _I_ get to call him that.”

“What, is that its racial slur or something?” Tony asked, clearly with no intent to make the situation better.

“Don’t listen to him, V,” Eddie said, turning his head to the side slightly. “He’s just jealous of what we have.”

“Oh yeah, sure, that’s it,” Tony rolled his eyes, “I’m a billionaire playboy genius with a beautiful wife and an iron suit that doesn’t make me look like a Cronenberg monster, and I’m totally jealous of you, the dirty guy with an alien living inside of him.”

“Guys, please!” Peter yelled, sick of the fighting. “I don’t think Palpatine’s going to give us time to finish our arguing, so could we try to focus on the bigger problem here?”

There was a pause, during which Eddie and Tony looked at Peter before going back to staring at each other; still clearly hostile, but at least no longer arguing. Finally Peter spoke up again. “We’re going to need every bit of help we can get with this. The Galactic Empire’s the biggest threat we’ve faced yet; even bigger than AIM or Hydra. Not to mention we’re gonna need to fight them in space - you can survive in there, right?”

Eddie nodded. “Yeah, we’ve been able to breathe up there pretty well before.”

“Could you please stop calling yourself ‘we’?” Tony asked. “It’s starting to weird me out.”

“Wow, rude,” Eddie said.

“The point is,” Peter quickly interjected, “We could really use your help, Eddie. I know that both of you care about this world just as much as we do - this is your chance to help save it. You do love a good fight, don’t you? What do you say?”

Eddie looked right into Peter’s eyes, scanning for any traces of deceit or misintent. He found none, which didn’t surprise him that much - Spider-man was about as honest and pure of a hero as they came. It would’ve been far more surprising if he or Venom had reason to suspect that he _was_ lying to them.

He leaned in closer to Peter. “One condition - we get to eat any bad guys we take down.”

Peter frowned. “You can’t eat any of them, Eddie.”

He wasn't ready to back down just yet. “Most of them,” he offered.

“Palpatine only if you get to him first.”

“Some of them.”

“One or two a day.”

“Deal.”

“Great,” Peter said, smiling before his eyes widened upon realizing what he’d agreed to. “Wait, actually-”

“Too late!” Eddie cut him off, grinning. “You already gave the terms, no takebacks!”

“You know,” Tony said, “for someone who claims to not be a bad guy, you sure seem to place eating people at a pretty high point in your priorities list.”

“Hey, we do things with our life other than eating bad people, you know,” Eddie retorted.

“Yeah? Like what?” Tony asked.

“Well, we started a support group for people with symbiotic partners,” Eddie said, pointing to a photograph on his refrigerator.

Leaning over to get a better look, Peter and Tony saw what the photo beheld - a group of people gathered around in a circle of chairs, smiling underneath a banner that read “Symbiote Pairs Anonymous”. In the foreground was Eddie, who was clinking a red plastic cup with a girl who appeared to be wearing a sailor uniform, matching her black hair with a single red streak in it.

“Great, so there’s more weirdos like you out there,” Tony said, getting up from his chair. “Well, I believe our business is done here, so if you could just show up at HQ when we call you, we can get the rest taken care of from there. Try anything funny, and we’ll make you look like an oil spill on the-”

“Thanks again, man,” Peter quickly said. “We’re glad to have you on our side, really.”

Eddie nodded. “You’re welcome. Oh, before you go…”

He opened his refrigerator, pulling out a bucket and holding it in front of him. “Want some chili?”

 **“Do not offer them our chili,”** Venom said inside his head.

**Notes for the Chapter:**

> So here's how I begin the new year. With more of this shit. Hooray.


	5. Robotnik owns a sex joint

“So, this Nick Fury guy… think he’ll really be able to help us?”

Ruby broke the silence that had filled the video conference room shortly after Steve had pressed the initiate call button on the monitor. He turned to her, thankful that he could do something other than just stare at the idle animation on-screen.

“He’s always been able to before,” Steve explained. “We’ve been at odds with SHIELD just as much as we’ve worked with them, but even in the worst of times, Fury was always on our side. Frankly, I think he’s our best bet at maintaining Earth’s safety while we’re away.”

Ruby gave him a confident grin. “Well, even if worse comes to worst, I’m sure we’ll figure out something. The Avengers have Team RWBY on their side, after all!”

Steve couldn’t help but chuckle at her gusto, which she’d punctuated with a thumbs-up. “Even so, I’d like to explore any avenues for support we can.”

As if on cue, the monitor displayed that the conference had been connected. Steve and Ruby turned to the screen just as it changed to show the SHIELD director’s camera view.

When it did, however, neither of them were prepared for the sight that lay before them.

Rather than seeing the stern, proud face of the one-eyed Nick Fury that Steve had grown accustomed to, there was instead a short little penguin sitting in his chair. A penguin that started to grin as soon as he saw Steve in the video conference room.

“Well well well,” the penguin began, “if it isn’t the spirit of the stars and stripes himself! I wasn’t sure if I’d ever get to meet the world-renowned Captain America; clearly it’s my lucky day!”

All Steve could do was stare dumbfounded, trying to figure out what the heck was going on. Eventually Ruby leaned over to him. “Nick Fury looks a _lot_ different from how I was imagining, Captain,” she whispered.

The penguin on the other side laughed. “No no, little miss, I’m not Director Fury,” he explained. “He’s decided to go on leave as of recent; a well-earned leave, if you ask me. Until he’s returned from his R&R, I’ve been given command of SHIELD’s public directing duties. Substitute Director Skipper, at your service,” he introduced himself.

Steve stared for a moment longer, thinking about what he was currently looking at... then blinked in recognition. “Oh, you mean the Skipper who was instrumental in Operation Wingless Angel? I read about that a while back; it’s no surprise SHIELD chose you for Nick’s substitute.”

“Well, I’m honored to hear you think so,” Skipper said, tenting his flippers together, “but I don’t think you started this chat just so we could pat each other on the back. To what do I owe the honor of speaking with Captain America himself?”

“Well,” Steve began, “we’ve gotten confirmation that Emperor Palpatine has started putting Earth into his grand scheme.”

The smile slipped off Skipper’s face as the weight of Steve’s words hit him. “Really… please explain, Captain.”

With that, Steve and Ruby took turns explaining what had happened - how Qrow had hired Kris to assassinate Lightning McQueen, what Relics were and how the presence of more than 4 had been discovered, and how Palpatine planned to create and use one of them.

By the end, Skipper was thoroughly unnerved, showing plain as day on his face. “My god… the madman plans to re-awaken the Klaxosaurs. He’ll unleash their full fury on anyone who opposes him... and this time there’ll be no giant robots or dino-girls to save us.”

“That’s where the Avengers come in, Skipper,” Steve continued, “We’re going to cripple the Galactic Empire as much as we can and find a way to dispose of him quickly, before any of that can happen.”

Skipper closed his eyes. “I hope you’ve thought out everything as well as you can, Cap. Palpatine’s going to be one of the biggest foes you’ve faced yet.”

“They won’t be alone,” Ruby chimed in, “because they’ve got Team RWBY on their side!”

Skipper turned to look at her, suspicious. “Really… what exactly is this ‘Team RWBY’?”

Ruby smirked and crossed her arms. “Oh, we’re only the coolest, most awesomest group of huntresses out there! Captain America himself asked us to take on the undercover work!”

Skipper narrowed his eyes, looking to Steve questioningly before turning back to Ruby. “I see… young miss, do you know what you’re getting yourself into? The Empire’s not some ragtag group of bandits or lowlife thugs or anything - they mean business.”

“Hey, I can take care of myself!” Ruby insisted.

“This ain’t some minor league game, sweetie,” Skipper said, “this is the championships. And the championships are no place for a rookie.”

Ruby growled, getting increasingly frustrated. “Does _this_ look rookie to you?!” she asked as she pulled out her sniper rifle and extended it into scythe form, startling both Steve and Skipper.

“Great googly moogly!” Skipper yelled, jumping back in his chair as the scythe’s massive frame took him by surprise.

Ruby rested Crescent Rose on her shoulder, satisfied. “Still think I don’t belong in the championships now?”

Catching his breath, Skipper leaned forward again, getting a good look at the exotic weapon. “A firearm that transforms into a melee weapon in the blink of an eye… what an incredulous design…” He smiled, looking back at Ruby. “It looks like I stand corrected, young lady. Why, if SHIELD had the designs for that baby, we’d be a whole lap further in the arms race.”

Ruby grinned proudly. “Sorry, but Crescent Rose is one-of-a-kind! Accept no imitations!”

“Well, that’s a sad shame. Rico probably would’ve gotten a kick outta one of those,” Skipper said, leaning back in his chair, “But if you two have such a good hold on the situation, then why’d you need to contact us?”

“We plan to strike out as far from Earth as we can to throw Palpatine off the trail of where our attacks are coming from,” Steve explained, “but even so, you should prepare the rest of the world for an invasion in case he figures it out. We don’t want to be caught with our pants down.”

“Good thinking, Captain,” Skipper agreed. “Very well - SHIELD will relay what you’ve told us to the United Nations, and we’ll start putting together our resources to defend this planet. Until they come knocking on our door, we’ll try to stay out of your way.”

Steve nodded. “Sounds good, Skipper. If there’s nothing else we should know, then we’ll part here. The others are almost finished with preparations.”

“Understood, Cap,” Skipper saluted. “And remember: we leave the fate of the entire world in the hands of the Avengers.” When he noticed Ruby glaring at him, he added, “And Team RWBY.”

With that, the screen shut off.

Steve turned to Ruby, his game face on. “You’d better rejoin your companions. I’ve got some preparations to make myself, and Quill should be back with the starships fairly soon.”

Ruby nodded. “Understood. While Qrow’s getting close to the Emperor, Team RWBY will resume our hunts in Remnant and find out what we can from Palpatine’s forces.”

Steve nodded back. “Sounds good. And remember, Ms. Rose; we’re counting on you. All of us.”

She smiled, snapping off a quick salute. “You can count on us, Captain!”

With that she walked off, taking out her Scroll and texting her sisters-in-arms about the situation.

…

Weiss was steadily making her way through the halls of Avengers Tower when she heard her Scroll buzz with a notification. Without breaking her pace, she pulled it out and saw that, as she had been anticipating, it was a text from Ruby.

_SHIELD’s w/us. U rdy 2 head out?_

Weiss chuckled and rolled her eyes. Ruby’s sloppy way of texting was certainly childish, but by this point she knew well enough that there was nothing she could do about it. She texted back, her thumb moving as deftly as her legs.

_Almost - Yang’s having trouble finding her gauntlet._

It didn’t take long before Ruby had texted back, sacrificing spelling ability for time.

_Wht? U knw where she last hd it?_

_No. We know how short time is, so if worse comes to worst she can still fight with just her metal arm._

_Darn. I h8 to hear of a huntr losing a weap like that_

_I think she’ll be fine without it. We’ve stocked up on plenty of ammo and re-sharpened our blades anyway._

_Hey, did u see Hwkeye earlier? His bow can shoot explsv arrows n transfrm into a staff! U think hell let me brrw it 1 day?_

Weiss smiled. Despite what they were about to undertake, it was good to see that Ruby’s obsession with weapons hadn’t faded.

_Don’t worry about it too much r/n. We’ve got a job to-_

Before she could send the message, she was suddenly taken off guard when she found herself stumbling into a large, sticky obstacle that had somehow evaded her peripheral vision. The shock immediately made her drop the Scroll to the floor as she struggled to back up, only to realize she was stuck to what she had accidentally blundered into. She pulled harder and harder, but her effort was met with little avail.

Looking around, she saw that she had accidentally wandered into a large web, entirely obstructing the doorway she had tried to walk through.

Just as the confusion settled in her brain, she heard none other than the culprit's voice behind her.

“Uh, h-hey baby, I see you’re caught in a web… a web of love!”

Able to stretch the web just enough to look behind her, Weiss saw Peter Parker standing there, with an awkward grin on his face.

“...For me,” he explained. “Get it? A _web_ of love for- well, I mean-”

“...You are **not** doing this,” Weiss said flatly.

Peter uncomfortably cleared his throat. “I, uh, sure didn’t expect to catch a fly quite as pretty as-”

“Stop,” Weiss said. “Just… please stop. Everything.”

“...Right,” Peter said, glancing down. “Right… s-sorry about-”

“Just get me out of this, please.” Weiss ordered.

“Yeah, I got you,” Peter responded, moving over to help her. Carefully he removed the webbing from her arms and legs, and then strongly grasped her torso as he lifted her right off the web, placing her feet back on the floor. She turned and glared at him, to which he could offer nothing more than a meek smile.

“I have to get going,” she said dryly, bending down to pick up her Scroll and promptly walking back on her path.

“Sure, sure,” Peter said, shifting slightly. “Uh, for the record, this wasn’t even my…” His voice trailed off as she didn’t even seem to notice, disappearing around the corridor. After a second, he decided to simply shout “Good luck!” hoping she’d hear it.

He then turned back and walked away, hoping to leave the uncomfortable atmosphere as soon as possible. “That is the _last_ time I ever take Star-Lord’s advice,” he mused.

…

The crime lord’s lair was about as oppressive to newcomers as one could imagine. Shadows cast everywhere, meticulously crafted architecture meant to convey respect and power, and of course all of the armed guards and robots standing attention around the room.

Most people would’ve been immediately intimidated, but the Guardians of the Galaxy were no strangers to dealing with such hives of scum and villainy.

The self-made ruler of the crime hive sat behind his desk now, leering at the Guardians with a grin on his face. “Well well well… the famed Guardians of the Galaxy have come to me for help. Oh, this is simply delicious!”

Peter Quill brushed it off with a chuckle, hoping that everyone in the room could see how badass he looked. “Save it, Dr. Robotnik,” he said. “Let’s get right to what we’re here for, shall we?”

“Why, certainly!” Robotnik responded. “I’d hate to delay any opportunity to trick y- I mean, deal with you!” Despite his attempted cover-up at the end, he couldn’t resist making a devious laugh.

Rocket leaned over to Quill. “You sure we wanna deal with this guy, Quill? I’d rather just blow the stupid grin right off his face.”

“The guy has starships for cheap, and we need plenty of ‘em,” Quill explained. “Trust me, this is our best bet.”

“My my!” Robotnik laughed. “You’ve come here to barter for some of my starships? And you think I’ll give them to you cheap?! That is rich! Ahahahahaha!”

He wiped a tear from his cheek as Quill and Rocket glanced at each other awkwardly. “I also appreciate you warning me about wanting to shoot me. Guards! Make sure your weapons are set to ‘kill’!”

Multiple clicks were heard around the room as the soldiers adjusted their weapons. The Guardians tensed up instinctually, bringing their hands near their weapons. “Maybe you two should have these talks _before_ we come face-to-face with who we’re dealing with,” Gamora said.

“Oh, relax! Relax!” Robotnik explained. “Just taking a few teensy-weensy precautions just in case. Don’t want you thinking you can get away with ‘blowing the grin off my face’, as you put it. Now then, you were saying?”

Regaining his composure, Quill looked right back at Robotnik. “Yes, well… we were hoping to barter with you to borrow some of your starships. I can promise you that we will take good care of them, and return them as soon as we no longer need them.”

“Really, now?” Robotnik said. “Borrowing? Interesting… but I’m afraid that’s exactly what’ll make this _not_ cheap. You see, I’m quite familiar with your exploits, Guardians… and if you think I’ll let you take some of my best ships into danger without a hefty fee, you’re sorely mistaken.”

“Very well then,” Quill responded, “What is this fee?”

“I will let you borrow any starships you need,” Robotnik explained, “For 100,000 credits apiece!”

The Guardians were taken aback. “100,000?” Drax said in disbelief. “We could almost buy a brand-new ship with that money!”

“Ooh! I know that line!” Mantis turned to him excitedly. “‘But who is going to fly it, child?’” she said in her best Harrison Ford impression. Which wasn’t really very good at all.

“Alright, alright, forget it!” Rocket said. “Look guys, we clearly can’t afford all that, and we’d be crazy to deal with this weirdo any more. Let’s just go somewhere that _doesn’t_ smell like neckbeards dipped in oil and find some starships there.”

“There’s not enough time!” Quill responded. “We promised the Avengers we’d have the starships on the dot, and we’d embarrass ourselves if we were way late on this.”

“Oh my, it’s for the Avengers?” Robotnik interjected. “That makes it even more delicious! Delicious… and expensive. 125,000 apiece!” Rocket and Quill stared dumbfounded for a moment. The only thing that broke their haze was Gamora, who leaned in and said, “For the record, have either of you ever heard of _whispering?”_

“Alright, we get it!” Quill snapped. “Look, we kinda really need these starships! The fate of the entire Earth is at stake, and I’m sure the Avengers would appreciate it if you helped us all out here! Think of it it - you’d be known as the guy who helped save the Earth and everyone on it; that’s gotta be worth something in the mob boss world, right?”

“Mmm… no,” Robotnik stated. “125,000 credits per starship, and that is final. Take it or leave it, Guardians!”

Quill’s brow furrowed. “All right… I didn’t want to do this… but you’ve left me no choice.”

With that, he marched up to Robotnik’s desk, a dark look on his face. The guards instinctively trained their weapons on him, ready to kill at a moment’s notice. The other Guardians looked at him nervously, while Robotnik just continued staring him down.

Quill reached his desk. A pall of silence hung over the room. Then, he bent over and rested his arms on the desk.

“So…” he said in a low voice, “I hear you’ve got quite the prestigious escort service as well. Expensive, but prestigious.”

“...Yes?” Robotnik confirmed, not knowing where he was going.

“I’ve also heard that you pride yourself on your variety of escorts,” Quill continued. “You’ve got all kinds of different babes and dudes, a whole smorgasboard of exotic tastes, all for appealing to the widest range of customers possible.”

He let his words hang in the air before he continued. “So… you got any talking raccoons?”

…

“Lemme go, ya dirty can openers!” Rocket screamed like the dickens as he was carried inside by two of Robotnik’s robot guards. “I’m gonna blast every single gasket in your heads myself, and then I’m gonna force-feed your oil to your loved ones!”

The rest of the group, who were now at the docking bay area of Robotnik’s space station, could only watch in horror as Rocket was carted back inside - save for Quill, who looked unsettlingly satisfied. Before joining his guards, Robotnik looked back at the group with a devious grin on his face.

“You certainly know how to bargain, Star-Lord!” his voice boomed. “It’s been a real pleasure doing business with you!”

And with that he closed the doors behind him, his laughter only matched by Rocket’s furious screaming.

Not even did a single second pass by before Groot tackled Quill, pinning him against a nearby wall and constricting his body, Groot’s rapidly-growing arms preventing any escape.

“I am Groot!”

“Okay, I know this looks bad,” Quill began, “and I know I’ve got some serious explaining to do-”

“You bet your life you do,” Gamora interrupted, marching right up to him, “What the hell were you thinking, Quill?!”

“We don’t leave behind our friends,” Drax growled. “No matter how good at prostitution they might be!”

“I am Groot!”

“All right, all right, just let me explain!” Quill stammered. “Yes, this isn’t exactly a high point for us… but Rocket’s going to be fine. Trust me.”

“Trust you?” Gamora fired back. “We just watched you sell him out to Dr. Robotnik! You’d better have a really good plan for getting him out of there!”

“Believe me,” Quill said, “I do. In fact, it’s already in motion.”

The Guardians all stared in silence for a moment. “I am Groot?” Groot asked.

“But we just saw them take him back in there,” Drax said, dumbfounded.

“Yes, _but_ ,” Quill explained, “you remember earlier, when we were on our way here and he caught me messing with his bags?”

“I do, as well as how indignant he was about that,” Gamora said, cringing slightly at the memory of him and Quill bickering about it the rest of the way to Robotnik’s space station.

“Well, like I said, I wasn’t taking anything from them,” Quill continued, “See, I predicted this would happen - that Robotnik wouldn’t make things easy for us. So, just in case I had to use him as a bargaining chip-”

He quickly cut himself off as he felt Groot’s roots tighten around him. “Okay, okay, I know that sounds bad! I’m sorry, let me rephrase that!”

Once he was… well, slightly less restricted, he continued. “In case I had to, uh… get creative, let’s say, I decided to leave him a bit of insurance. You get it? I left him his own escape plan!”

Another pall of silence passed. “I am confused…” Drax said. “Your escape plan was to give him an escape plan?”

“Is that like the Inception meh-mee?” Mantis asked.

“I am Groot?”

“Trust me,” Quill continued, “I didn’t abandon him. If anything, I just gave him the best day of his life.”

…

“Freaking Quill… GOD DAMN IT!”

Rocket yelled as loud as he could, his only answer being the echoing from his small cell. The guards had tossed him in as soon as they got there, closing the door and leaving with unsettling speed. Rocket wasn’t too worried about his situation, he’d gotten out of far worse than this, after all, but that didn’t mean he couldn’t still be mad as hell about Quill, though.

After all, he was locked in a prison cell, separated from his weapons and gear save for a few of his more harmless-looking bags, intended to be used as a sexual escort for some weirdos from god-knows-where, and it was all that backstabbing Quill’s fault.

“You gotta be kidding me… I thought you were finally starting to be less of a jerkweed!” Rocket yelled. “I mean sure, you were still a brainless asshole, but I was starting to like it more! And now you leave me here, with nothing! Nothing but a few bags of junk and… wait.”

He paused, realizing that one of his bags felt heavier than it usually did. “That’s funny… I don’t remember this one feeling like…”

His curiosity temporarily distracting him from the moment at hand, he opened the bag and dug his hand inside, pulling out what was within.

His eyes widened when he saw what it was.

“No way…” he breathed.

In his hand was a yellow gauntlet, the large bracer set on the top to protect both the arm and the ballistic payload that was installed within it - a deadly-looking shotgun muzzle, with what looked like a full clip in the chamber.

Attached to it was a sticky note. Inspecting it, Rocket was able to read the handwriting even in the dark of the cell:

_Swiped this off blondie earlier. Figured you might need it. I’ll leave the rest to you. -Quill_

The situation now fully registering in his mind, he took off the sticky and turned his attention back to the gauntlet. Ember Celica, the weapon of choice for Yang Xiao Long, was now in possession of Rocket and every little violent tendency within his mind.

He grinned as he put it on and admired it. “Quill, you sneaky dog,” he chuckled, “you got me an early birthday present.”

**Notes for the Chapter:**

> Prepare yourselves, because the first big action sequence is coming next week.  
> And you'd better enjoy it too, because damn are those tedious to write...


	6. The FitnessGram™ Pacer Test is a multistage aerobic capacity test that progressively gets more difficult as it continues. The 20 meter pacer test will begin in 30 seconds. Line up at the start. The running speed starts slowly, but gets faster each minute

**Notes for the Chapter:**

> after you hear this signal. [beep] A single lap should be completed each time you hear this sound. [ding] Remember to run in a straight line, and run as long as possible. The second time you fail to complete a lap before the sound, your test is over. The test will begin on the word start. On your mark, get ready, start.

Bucky quickly dumped the body of the stormtrooper into a nearby bin before ducking back into his hiding spot, hoping that the sneaking business wouldn’t have to stay prolonged much further.

The Imperial base on Nuitov had been quite impressive for an installation; fitting since it was the headquarters for their Tibanna extraction in the Milky Way galaxy, but it was still no problem for Bucky to infiltrate. Most others would’ve been caught immediately by the heavy security, which had been buffed up to ridiculous proportions since the planet was the Empire’s only local source of hyperdrive fuel. If they lost Nuitov, they lost any potential reinforcements and a lot of mobility.

Lucky for the Avengers, Bucky had no problem cracking it open.

Before he could ponder anything else, Sam’s voice rang in his earpiece. “Bucky, the walkers are starting to turn back around on their patrol route. It won’t be long now before our window closes.”

Bucky placed his hand on the receiver and started whispering. “No problem. Just finished placing all the charges.”

Steve’s voice was the first to respond. “All right, Buck. Fire when ready; we’re all in position.”

Peter Parker’s voice chimed in soon after. “Let’s make this count - it’s not every day we get to fight on an alien planet.”

Bucky took one more moment to look out to the surrounding forest where his fellow Avengers were hidden. Soon, Earth’s super-powered fury would pour out, and the Empire would know who their new enemies were. Peter was right - it was time to make these first shots count.

Turning back down to his equipment, Bucky made sure his gun was loaded and ready to rock before pulling out the detonator. He placed his thumb right over the button, hovering dangerously close to firing the first blasts of this new war.

“Come and get us, you white-clad fascist nazi pigs.”

…

**BOOM**

Several explosions rocked the Imperial base, sending troops stumbling to the ground as the vibrations rocked the earth. The stationary gun and cannon placements had all been obliterated in balls of fire, and similar explosions had destroyed the radio antennae and collapsed the entrance to the armory. The Stormtroopers that had been on patrol only had a split second to realize what had happened before the Avengers in all their fury fell upon them.

Captain America, Vision, Spider-Man, Black Widow, and Scarlet Witch all came charging out of the woods, closing the distance just as the Stormtroopers started turning to see them. The first one got a shield bash courtesy of Cap right in the helmet, concussing and knocking him over while his nearby comrades met similar fates. It didn’t take long after that for the alarm to start blaring, summoning bushels of more Stormtroopers out of the base.

Steve blocked the first few laser blasts with his shield as the rest rolled into cover. “Vision!” he yelled. “Get in the base! Find the control room!”

“I’m on it!” he yelled back, sprinting to a nearby wall. Without breaking his stride, he shifted his body and phased through, barely any of the Imperials seeming to notice that one of them had already breached their defenses.

That didn’t stop one of the few who did notice from piping up, however. “One of them got through! The caped one, he-”

His words were immediately cut off as a grenade hit his back, exploding upon impact and sending his body right to the ground. His nearby buddies who turned to look where it came from were immediately cut down by machine-gun fire as Falcon swooped above, the MAC-10s in his hands spitting their fire. As he did, The Winter Soldier vaulted from the roof of the base onto a balcony extending from the second floor, whipping out his assault rifle and firing into the exposed flank of the Imperials. While more troopers were still entering the courtyard, they were effectively caught in a pincer attack.

A pitched battle ensued, with Steve blocking any laser fire he could and ricocheting his shield between multiple troops, Peter swinging into battle and beating down anyone he could see after slinging their weapons away, Wanda shielding her comrades and blasting the Stormtroopers into the air, and Sam, Natasha, and Bucky all firing nonstop into the target-rich environment that lay before them. More and more troopers poured out of the base, but the Avengers managed to lay waste to all of them while barely breaking a sweat. With the armory and its heavier weapons blocked off and the antennae destroyed, there was no way to get heavy ordnance or call for help either. It was obvious where the scales were now tipped.

Meanwhile, Vision had already secured the inside of the base after taking out the guards he had entered right next to, which wasn’t that hard as they unpleasantly discovered that he could phase right through their laser fire. A few punches and beam blasts later, he began marching down the halls until he reached a room full of terminals. After taking out the technicians who had been seated at them, he walked over to what looked to be the main one and began investigating it.

“Captain Rogers,” he spoke, “I have found the main Imperial base computer. Currently looking for a map of the interior.”

It wasn’t long before he found what he was looking for - a three-dimensional wireframe layout of the base, complete with labeling for each room. After a quick scan, Vision had the entire place memorized, though there was only one room in particular he needed to know the whereabouts of.

“Captain, I’ve located the control room remotely operating the Tibanna gas mining platforms. Keep the Imperials outside busy, and I should have them down eventually.”

“Copy that,” Steve responded in his receiver. “How long will that take?”

“Hold on,” Vision responded. He promptly flew up to the third floor, phasing right in the middle of the control room. A few shocked engineers and laser blasts later, he headed over to the computer in the center and he found just what he was expecting - a password screen.

“A few minutes, give or take,” he answered. “None of the terminals in the computer room had any password info on them, so I will need to hack it by hand.”

“Roger. We’ll hold- one second!” Steve dashed and kicked away a thermal detonator that had been thrown near him, making it explode in a cluster of three stormtroopers. “We’ll hold them as long as you need us to!”

Thankfully, it didn’t look like that task would be too challenging - the tide of Stormtroopers was already starting to thin out a bit, with the remaining platoons switching to more defensive tactics as they became heavily pinned. It was all the Imperials could do to protect themselves from the bullet and laser fire (Natasha had picked up a stray Imperial blaster when her pistol ammo started running low) while the others kept knocking them out. Though at the rate which Spidey kept snagging their weapons away, soon they wouldn’t even have anything to fight back with.

“Man, the Empire lets you play laser tag?” Peter quipped as he lashed out with his webs and grabbed more blasters right out of the hands of two hapless troopers. “You guys seriously have it good - why do you even _want_ to conquer the galaxy?”

Just then, Wanda noticed a trooper with a flamethrower getting dangerously close to the wall-crawler. In the nick of time she reached out to the weapon, her energy surrounding the burst of flame that had just started being expunged from its nozzle. Both Peter and the trooper yelped in surprise upon noticing that the fire had stopped moving outside the force field, even after the white-armored grunt had stopped squeezing the trigger. With admirable arcanity, Wanda shot and guided the fire right back into the gun it had just exited, causing both it and its wielder to become consumed in a massive explosion.

Wanda couldn’t help but smile in both relief and pride… until she started feeling vibrations in the ground, and booming that wasn’t very distant.

She turned in the direction of the noise, and her eyes widened upon seeing what the source of it was.

“Uh… Sam?” she said. “About those walkers…”

Swooping down on the roof and holstering his guns, Sam looked in the same direction he had seen the Imperial walkers marching down earlier. To his shock, it looked like one of them had decided to turn back around early.

“Oh shit,” he said. “Steve, we’ve got some _big_ trouble!”

Steve looked up just as he had finished clocking a sergeant in the face to see what Sam was talking about. Within an instant, he as well as the others knew that their situation had just gotten a whole lot more dire.

An AT-AT was tromping through the forest path, crushing any fallen logs in its path. Whatever threat the Stormtroopers had posed, it was immediately made irrelevant as the walker pointed its head directly at the group, putting them right on the business end of its cannons.

Explosions rocked the ground around them as it let loose its firepower, spitting up dirt and rocks in its wake. Steve yelled “Fall back!”, but didn’t even need to do so, as the others were already wise enough to know that the best course of action was to turn tail and run like hell as far from the lumbering metal beast as possible.

Well, all of them save for Spidey.

“Kid? What are you doing?!” Sam yelled, who had spotted Peter running towards the AT-AT while ducking behind cover on the rooftop.

“I have an idea!” the friendly intergalactic Spider-man explained. “See, my friend Ned was playing this game last week called Prototype; it’s actually a game where you play as a superhero, funny enough! Well, maybe not, ‘cause he does kinda murder and eat a lot of people. Think Venom, but way worse-”

“Cut to the chase, Parker!” Steve cut him off.

“Right, right!” Peter said, his spidery reflexes allowing him to dodge to and fro between the laser blasts. “Well you know what the best way to defeat some large, armored tank is?”

Steve jumped over and ducked behind a log, the last one of the group to find some cover far enough away from the walker. “I dunno, pal - you tell me!”

Peter looked up as he made it right where he wanted to be: beneath the underbelly of the steel terror. “Simple. From the inside!”

With that, he aimed and fired both his web shooters right at the door on the underside, forming makeshift grapple ropes from it to his arms. He clenched his fists around the ropes and pulled with all his might, eventually ripping the door free and causing it to land on the ground right in front of him with a loud thunk.

Peter then shot another web up to the now-exposed interior and quickly pulled himself up. Now in the lumbering walker, he steadily made his way over to the cabin, right behind the officer and two pilots who hadn’t even heard him approach.

“Oh man, you guys have the coolest rides, too!” Peter said, instantly alerting the Imperials to his presence. They each reached down to their weapons, but Peter was far faster, webbing one of the pilots to the side wall and knocking the blaster right out of the other’s hand and jabbing him in the throat, making him collapse to the ground.

Still wanting to be the hero, the officer whipped out his vibroknife and swung at Peter with it, but the wall-crawler deftly dodged each strike he attempted. “Seriously, I hate that I’m this jealous of a bunch of murderous space-jerks!” he continued, catching the officer’s arm and swinging a hook at his jaw. “Why do the bad guys have to have all the cool gear?”

With that, he shot a knee strike into his stomach and swung his elbow down upon the back of his head, dropping the officer down on the floor. Peter picked up the vibroknife he had been holding and tossed it down the walker’s exit, making sure there was no opportunity the Imperials had to catch him with his web down. He put his finger to his earpiece and began talking. “Captain America, I took care of the walker! You can come out now!”

Steve and the others slowly clambered through the forest, wary of the Stormtroopers that were still near the base. “Thanks, kid. Next time let’s make sure we have a plan if we run into one of those again,” Steve responded. “Vision, what’s your status?”

“I have fully shut down all the mining platforms the Imperials have established,” came the answer. “I have also scrambled the entire coding of these machines to ensure that they cannot be reactivated. All that is left is for Tony’s group to finish destroying the Tibanna reserves the Empire has stored away.”

“They might wanna do it soon,” Sam chimed in, “Because it looks like the hornet’s nest took notice.”

The entire group looked up and immediately took notice of the sky above them. An Imperial Star Destroyer had just warped in and was now hovering over the orbit of Nuitov. It was still far away from the atmosphere, but just its presence spelled out dread for those who beheld it.

Natasha walked up beside Steve. “It looks like they’re already dispatching some shuttles down to the surface. They’re definitely going for Tony’s group, but some of them might be for us too, now that the walker’s crew spotted us. Should we pull back to the ship and get out of here?”

“Negative,” Steve said. “If they’re coming for us, then we’re forcing their troops to divide themselves. We’ll give the others a better chance that way. Besides,” he turned to her, “Our friends in space should have them shut down soon enough anyway.”

Natasha nodded. “Alright, then what’s the plan?”

Steve looked back to the base, still smoking from its destroyed turrets, with the remaining troopers cautiously approaching the now-defunct AT-AT.

“We push the attack.”

…

The interior of the transport ship was roomy and comfortable enough, but what made T’challa nervous throughout the whole trip was the lack of windows. He and the others could hear all of the laser fire and explosions happening outside, but not being able to see what was going on during them made it that much more uncomfortable. It was nearly impossible to gauge how close danger was to them, or how many close calls they had. He just had to hope that Gamora was piloting them well enough, and that Thor was reliably keeping the Imperial TIEs off their backs from his position on the roof.

“We’re getting close to the port on the Star Destroyer!” Gamora reported through the comm channel. “Can you destroy the barrier, Thor?”

“I can,” Thor responded, “but the others will need to keep the Imperials off my back while I do so!”

“You heard the man, Groot!” Star-Lord chimed in, “Keep those blasters roaring and ice any TIEs that get close!”

“I am Groot!”

“Don’t worry, I’ll keep this baby holding together! We’ve gotten out of worse, right?”

“I am Groot!”

“Hey, that was one time! Everyone’s bound to mess up once or twice!”

As they flew on, T’challa turned to the others in the room. “Once we have landed in the fighter port, we will still be quite far from the bridge. We will need to book it as fast as possible and only slow down when necessary. If we do not destroy it in time, the others will not have a chance.”

“The destroyer will be on high alert,” James Rhodes said, “but with so many troops heading down to the surface, it won’t be too hard to fight our way through. We just can’t get overconfident.”

James turned to Eddie Brock, who had mostly been silent as he rocked back and forth in his seat. “How about you, Eddie? You feeling fine?”

Eddie turned to him. “Not gonna lie, I feel a bit nervous. Never gone against a massive threat like this before.”

James chuckled. “And what about your friend? How’s he feel?”

Eddie rolled his eyes. “That we should just eat anyone we find on board, even though we promised not to.”

James stopped smiling, not sure how to respond. This time T’challa was the one to chuckle.

Meanwhile on the roof, Thor kept blasting away any TIEs that got near with Mjolnir’s lightning. As the transport ship got closer to the Star Destroyer’s fighter port, Thor turned his attention to the shimmering blue shield that protected the entrance. “We’re almost there!” Gamora called. “Blast it, now!”

Summoning upon the strength within him, Thor spun Mjolnir around and roared, aiming it right at the shield. A thunderclap erupted so powerful it managed to break the laws of physics and boom in the vacuum of space because stuff in Star Wars just works like that I guess, and a huge burst of lightning shot out and smashed into the shield, coating its entire length in arcs of electricity. He gripped the hammer’s length tightly as he heard TIEs approach from behind, followed by the sounds of explosions and the Milano swooping by. After a few more seconds of concentrating the stream, the shield dissipated.

“That’s it - the shield’s down!” Peter Quill confirmed. “Gamora, take it in! We’ll keep you covered from out here!”

“Brace yourselves!” Gamora called. “The Imperials will be gunning for us!”

The transport ship flew into the port, and Stormtroopers were in it just as Gamora had predicted, firing at them. Upon seeing that the ship was resisting their blaster fire, they instead turned their aim to Thor, who managed to reflect their shots without fail.

Inside, Gamora stepped into the main chamber and unsheathed her sword, pointing it in front of her. “Let’s make the Empire regret crossing us.”

James extended his helmet over his head and turned to Eddie. “Time for your little friend to join us.”

Eddie smiled as the black symbiote spread over his body. “Watch it. He doesn’t like being called little.”

As the Stormtroopers kept firing, Thor suddenly leaped into the air and brought Mjolnir crashing down upon landing, knocking back all the guards near him. Before they could start shooting again, a monstrous roar was heard from the ship they had been blasting earlier.

They turned in horror to see Venom emerge from the exit, charging with startling speed and picking up the nearest Stormtrooper before slamming him into the ground. The others yelped and desperately began shooting at him, but their shots did little to stop Venom from swiping at the nearby soldiers and throwing them around with ease.

Black Panther, War Machine, and Gamora emerged from the transport as well, joining the battle without hesitation. T’challa’s claws sunk right past the Stormtroopers’ armor and he managed to incapacitate them with little resistance. James’ armor took some heat from the enemy blasters, but his arm-mounted machine guns managed to silence them pretty quickly. Gamora leapt into the fight with great agility - with their target too close to their comrades to shoot effectively and having no close-quarters weapons to adequately match them, the Imperials were easily cut down by her highly-sharpened steel. Before long, the port had been cleared of all the guards in the room.

Gamora pulled her sword out of her last victim, looking upon his body with disdain. “This is the oh-so-feared Empire? I’ve seen baby Ragnasaurs that put up a tougher fight than them.”

“There is no time to admire our handiwork,” T’challa interjected. “We need to make our way to the command bridge as fast as we can.” He turned to James. “The Star Destroyer schematics my scientists analyzed should be easily readable on your suit’s display - do you know how far we are from the bridge?”

“Affirmative,” James responded. “If we run, we should make it there in about 15 minutes.”

“Will that be enough?” Gamora asked.

“There’s no time to think about it,” James answered. “The Imperials are already sending down transport shuttles as we speak - the more time we waste, the more trouble the others will have to deal with.”

“Not necessarily,” Thor interjected. “Is there a room on this same floor below the command deck?”

James gave him an odd look from behind his helmet. “Yes… but the self-destruct controls aren’t in that room.”

“There’s a faster way,” Thor explained. “Going to the room on this floor won’t take as much time, correct? I will use Mjolnir to bust through the upper floors directly into the command deck. It will be faster, and they won’t see us coming that way.”

James tilted his head slightly. “All right… change of plans, then. That sound good to everyone?”

T’challa nodded. “Indeed. You,” he pointed to Gamora, “stay and guard the ship. And…”

He trailed off as he heard loud chewing noises. Turning around, he and the others looked in disgust as Venom chewed on one of the fallen Stormtroopers, armor and all. Once he had swallowed the entire body, he turned to look at the heroes’ judging gazes.

**“What? We were told we could eat one or two a day.”**

T’challa shook his head. “Never mind. Let’s get moving.”

…

The lumbering AT-ST took a few more steps forward before it stopped, its internal machinery shuddering and groaning, followed by a few small explosions that sent it teetering to the ground. From its immobile body emerged a small speck, quickly growing back into his full size as he dashed back into the battle around him.

“That’s three more down!” Ant-man announced triumphantly.

“What are you talking about?” Iron Man asked as he blasted another Stormtrooper with his repulsors. “We aren’t keeping score, and if we _were_ then it’s only valid if you told us beforehand.”

“Well, we are now!” Scott said as he shrunk down, avoiding blaster fire and kicking a nearby trooper in the chest.

“How is that three?” Drax the Destroyer asked as he blocked a trooper’s electro-baton with one knife and sliced through his armor with the other. “You only took down one walker!”

“No, no, there were three guys in there,” Scott explained while he kept punching and kicking down Stormtroopers, their already-inadequate aim eroding as they began panicking, “So technically, those walkers count as three at once!”

“Okay, for the record, we aren’t keeping score,” Tony said. “Besides, I’ve already taken down more than you anyway.”

“Well that’s clearly a lie,” Hawkeye interjected mid-arrow nock. “Though I do like the idea of keeping score.” With that he released his arrow, blowing up the Tibanna gas canister he had been aiming at.

“Cut the chatter,” Doctor Strange said. “Keep your eyes open, and don’t forget about our mission.” As he spoke, he lashed out with the Crimson Bands of Cyttorak and wrapped them around another Tibanna gas canister. Though the industrial-size container was huge and heavy, around the size of an intermodal container, it gave little resistance to the Bands as Strange flung it into another canister, causing both of them to break and erupt. As their fumes poured out, Strange turned and weaved his hands through the air upon seeing another AT-ST walking his way. A portal opened in front of him in the nick of time just before the walker fired its canons. The blasts traveled through the portal and exited through another portal Strange had set up directly behind the walker, hitting the metal beast square in the back and causing it to fall down in a fiery explosion.

Tony flew around another walker and blasted its legs with his shoulder-mounted rockets, toppling it over with ease. “We’ve got to thin out these walkers more; there’s still plenty of canisters to destroy!”

Clint zapped another Stormtrooper with an electric arrow when he heard the clattering of another AT-ST getting near. Turning to look, he saw that there were indeed still quite a few more left. He started wondering if he had brought enough explosive arrows.

Just then Scott approached him. “Clint, remember the airport trick we did? Aim me at one of the walker’s eye slits, I’ll do the rest!”

Clint turned to him and nodded. “All right, let’s do this.”

With that, they dashed behind a set of metal crates and ducked just as the AT-ST started firing its blasts. Scott shrunk down and hopped onto Clint’s arrow as he nocked it, aiming over his cover and right at the distant walker. 

“Get ready to hold on in three… two… one-!”

He released, and Scott gripped the arrow even harder as it sailed through the air. Its shaft soared beautifully right into the walker’s slit, and stop laughing, it’s not meant to be phallic or sexual or anything like that, shut up. Anyway, the arrow stuck right into the back of the cabin, causing the pilot and gunner to turn in shock as they heard it sink in with a loud _ding!_

All they saw apart from the arrow was a tiny Scott on it, who jumped off and onto the floor in front of them. “Hoho, all right,” Scott said, grinning devilishly, “You Imperials thought I was something before? Get ready to see the incredible…” he held the pause as his thumb went right over his suit’s grow button. “ _...Giant-man!”_

From the outside, Clint kept looking at the walker and waiting for what would come. Suddenly, there was a flash from the eye slits… and then nothing. The walker simply stopped moving.

For a moment, Clint kept waiting. Eventually, worried something had gone wrong, he spoke into his earpiece. “Scott? What’s going on in there?”

Scott’s voice came back, albeit strained. “Well… I grew… buuuut I didn’t exactly burst it apart from the inside like I hoped.”

“...What?” Clint said, more confused than anything.

“Well, let’s just say things got a _loooot_ more cramped in here,” Scott explained. “And I think I’m going to need to visit the chiropractor tomorrow. But, uh, I’m pretty sure I crushed the guys inside, so, y’know, we won’t have to worry about them anymore.”

Clint sighed and shook his head. Not exactly what either of them had been hoping for, but then again the walker wasn’t moving anymore. Even if it had been at the cost of nearly telescoping Scott’s back.

“Hey,” Scott continued, “you think if I shrunk back, I could pilot this-”

The walker unceremoniously toppled over and landed on its face from the imbalanced weight Scott added, who gave an audible “Oof” upon impact.

Before Clint could say anything more, he was startled by another burst of laser fire near him. Looking over, he spotted another group of shuttles carrying more walkers, slowly hovering over the ground as they detached their deadly cargo.

Tony flew over and started blasting the transports, but the sudden burst of concentrated firepower from the walkers forced him to back off as his armor was nearly grazed. He dodged back and forth in the air, just barely avoiding getting hit by the powerful blaster cannons.

“We’re under heavy fire here!” he shouted. “Panther, you and the others had better take down that Star Destroyer soon, or we’re going to have a lot more company!”

…

“We hear you, Tony!” T’challa responded, blocking another shock baton and swiping at the Stormtrooper’s face. “Colonel Rhodes, can you confirm our location? Is this the room?”

“Affirmative!” James answered, shooting down another trooper. “The command deck is several floors above us! Thor, you should have a straight shot from there!”

Beating down another Imperial, Thor looked around the room they were in. Thankfully there was only one doorway in, which the others already had locked down pretty tightly, and by this point all of the guards inside had been overpowered and the only ones left were in the hallway leading in. They’d hold their own pretty well while he was taking care of the command deck.

He crouched down and began swinging Mjolnir. “Be prepared to run as soon as I tell you to! The self-destruct mechanism will only give us so much time-”

**“Just get on with it!”** Venom yelled mid-bite. **“The Empire won’t wait while you run your godly mouth!”**

Thor narrowed his eyes and exhaled. With that, he flung Mjolnir upward, letting the momentum guide him through as it broke through the second floor, then the third floor, then every floor after that all the way up to the command deck.

He landed in front of the hole he had just created and looked around. The officers, who had previously either been looking at their computer monitors or out the windows at the vastness of space, turned to see the thunder god standing in the middle of the room behind them. While most of them shuddered in fright, the commander turned around and grinned smugly. Think like your favorite smug anime girl, but slightly less smug. Wow, that word starts to sound weirder the more you say it, doesn’t it? Smug. Smug smug smug. Smugly. Smugumin. Mr. Smuggleupagus.

Anyway, the Imperial commander looked at Thor right in the eyes, no fear on his face. “Ah, the so-called thunder god. So glad you could join us… and our brand-new droids.”

Thor heard metallic shuddering behind him, and turned to see two large metal balls rolling up before they ceased and transformed, extending a pair of legs and two arm-like blasters. Two large bubble-shaped shields surrounded each of them.

“Do you like our new Droidikas, Thor?” the commander asked. “This is old Clone War-era tech; I cannot believe no one else thought to repurpose them. Those shields are some of the strongest that have ever been built you know; not even blaster fire can penetrate them. If our highly advanced weaponry cannot lay waste to them, what hope do you have of your primitive weapon even laying a scratch on-?”

His words were suddenly interrupted by Thor tossing his hammer around, smashing right through the leftmost Droidika’s shield into its side and then the Droidika itself, producing several sparks and metal crunches as its midsection split in half. The hammer continued its course through the one next to it just as quickly, achieving the same results and boomeranging back into Thor’s other hand.

The Nordic god turned around and looked at the Imperial commander dead in the face.

The commander looked back at him.

An uneasy silence followed.

Finally, the commander cleared his throat and began singing. _“Is it too late now to say sorr-”_

Thor punched him right in the face, toppling him over and sending himi sprawling on his back in an instant. The other officers in the room wisely decided to make a break for the exit, which Thor did not pursue. He was too busy getting acquainted with the computer systems.

“Everyone, I have cleared out the command deck,” he reported. “Does anyone know what the computer with the self-destruct command will look like, or how to activate it?”

“I do not know, unfortunately,” T’challa said over the sound of blaster fire. “The Wakandan scientists only recovered schematics of the layout, not details on its personal systems.”

“Hey, I think I know!” Quill chimed in. “Isn’t it usually a big red button or something? Maybe with a yellow-and-black pattern around it? That’s how it’s usually designed!”

“Quill, this isn’t a cartoon!” Gamora said back, “The self-destruct mechanism of a- shit!” More laser fire and yelling followed until she spoke up again. “-Of a Star Destroyer is not going to be a single button out in the open!”

Ignoring the bickering, Thor started scanning the room, looking for whatever might be the most likely to bear what he was looking for. Many of the monitors looked the same, but closer inspection showed that they also had little differences that denoted each one serving a different purpose. None of them had an obvious tell showing what they did; his guess on their functions was just as good as any of the other Avengers.

However, when his eyes came across the computer the commander had been at earlier, he immediately stopped.

Below the screen, right next to the large keyboard, was a giant red button. It was in the center of a yellow-and-black striped pattern, and above it was written “Self-destruct button (Ask permission before using)”.

“Everyone,” he announced, “I think you’ll want to start running now.”

…

Tony fired a couple more repulsor shots before getting hit square in the chest with a canon blast, his agility not enough to save him this time. Strange watched him plummet down and skid along the ground before turning to the walker that had blasted him, quickly weaving his hands in the air. A portal appeared beneath the walker’s feet and it fell through to god-knows-where. Only a couple of walkers and a few Stormtrooper platoons were left, but there were plenty more Tibanna gas canisters still on the Nuitov base, and Strange knew that even more troops would be arriving in the atmosphere soon.

“T’challa, you and the others had better have that Star Destroyer down soon,” he barked into his earpiece, “things are getting way too hot down here!”

“Don’t worry,” Quill’s voice came in, “it’s already been taken care of! Get ready to see one badass explosion in five… four-”

Suddenly the sound of a distant boom rang out. Strange turned his gaze to the sky above and beheld quite the spectacle: the Star Destroyer whose profile had been hanging precariously in the distance started exploding. Detonations appeared along its body, and huge pieces of it began coming apart and scattering into space. The swarms of TIE fighters and shuttles began retreating, now no longer having anyone giving orders and no safe hanger in the vicinity to return to. The Empire’s control of the planet was starting to slip.

“...Huh,” Quill said, breaking the moment of silence. “Uh, for the record, I didn’t look at the explosion. Badasses never look at explosions.”

“I am Groot.”

“Rearview cameras don’t count!”

Getting back up, Tony looked up to the sky as well, impressed. “Well look at that - the plan worked after all.”

Strange turned to him. “Well, you wouldn’t have done if you thought it might not have worked, wouldn’t you?”

Before Tony could respond, a nearby blast snapped them back to reality. The main bulk of their forces might’ve been scattered, but the nearby troops and walkers were still very much in the fight.

As Strange summoned his Bands and charged forward, Tony began speaking into the comm. “Cap, it looks like the Star Destroyer’s been taken care of. What’s the situation on your end?”

“We’ve already shut down their mining platforms,” Steve responded. “We’re still holding our own against the Imperial reinforcements; what about you?”

“We’ve still got plenty of gas canisters to destroy, but our friends up there just bought us a lot more time. Head on out - we can take the rest from here.”

“There’s still a lot of Imperial troops, Tony. We’ve currently split the Empire’s attention, and if we leave it’ll be all back on you-”

“Come on, Steve, don’t be a glory hog. That doesn’t sound very Captain America of you.”

There was a pause before Steve responded. “All right, we’ll leave it to you. Head back to our base on Ogantu when you’re done. And, Tony?”

There was another bout of silence as Tony heard Steve’s shield bash against a Stormtrooper helmet, followed by a yelp. “Yeah, Cap?”

“Don’t make us come back for you.”

Tony smirked. “Like I’d ever give you the satisfaction.”

…

Mater continued sitting in his cell. There hadn’t been much for him to do in the SHIELD prison base, so he had instead resorted to rather mundane things like counting the amount of floor tiles or trying to remember what order Mario fought that Koopalings in. Other than that, it had mostly been just him and his thoughts, which wasn’t exactly a very fun experience.

However, he suddenly heard the sound of new footsteps walking down the hall towards him. Eventually they stopped in front of his cell door, revealing them to belong to none other than Dr. Bruce Banner.

Banner regarded both of the SHIELD agents guarding him. “It’s the first reformation session, boys. Let me in.”

With that, they stood aside and opened the cell door, allowing Banner to step right in. The door closed behind him, and Mater and Banner looked directly at each other, neither showing much emotion on their faces.

Eventually, Banner cleared his throat and stood up. “Mr. McQueen, thank you for letting me-”

“I-It’s just Mater,” the tow truck explained. “I kept my name when we married.”

“...Right, sorry,” Banner excused himself. “Thanks for letting me appoint these meetings. I’m here to help you, really.” He then sat down on the cot across from Mater and crossed his legs. “I know that it might feel to you that I can’t do much, but I can, really. I just need you to be completely open and honest with me, okay? There’s no wrong answers, no judging. I only want the truth.”

Mater looked up at him. “...Okay.”

Banner nodded and took out his clipboard and pen. “Great. So let’s start by asking about your past. Have you had any bouts of extreme anger before? Any moments of taking personal negativity too far?”

Mater looked down, staying silent. For a moment Banner wondered if it was the wrong time to ask that question, but then the tow truck looked back up and answered him. “Well… yeah. Lots.”

Banner tapped his chin with his pen. “How far back? An estimation is all right.”

Mater shook his head. “Dang, about as far back as I can r’member. I mean, m’friends have always known me as kinda an extreme guy, but… that’s got a negative side to it, ‘swell.”

Banner nodded. “Please, go on.”

Mater sighed. “S’just… ever since I wus a lil’ boy, I could get angry when things di’int go m’way. Kids would push me ‘round, my parents would be strict, and… I’d get really mad. Sometimes violent, even. This one time, a bully threatened t’ make me cry n’ front of m’friends, and…”

Mater looked down, shame written all over his face. Banner rested his hand on his headlight, prompting the tow truck to meet his gaze. “It’s okay,” the doctor assured him. “Like I said, I’m not here to judge you. Only to help you.”

Mater took a deep breath before speaking again. “...I popped his tire. Popped it real good, too; ‘pparently he needed a whole new spare after that. Lotta the kids, they… well, they looked at me diff’runtly after that.”

Mater leaned backwards slightly. “When I met Lightnin’... well, I started t’ feel a lot of that anger jus’ melt away. I dunno what it was, he jus’... made me feel like a better man. Whenever he was ‘round, I never felt any fear, or anger, or anythin’ like that. I felt… in control. He was like the Dagger to my Cloak, the Maka to my Soul, the Mona Sax to my Max Payne. He jus’... sorry, I know it prolly sounds weird.”

“Not at all,” Banner assured him. “I think it’s natural to hold your partner in such high regard - heck, I’d even call it admirable. It sounds like he really did mean a lot to you… I imagine I’d feel a lot of the same things in your shoes.”

Mater offered a small smile before frowning again. “...There’s somthin’ dark inside me, Dr. Banner. Somethin’ I don’t know if it’ll ever leave.”

Banner gave him a determined look. “Never say never. As a doctor, I’ve seen things that I once thought never would’ve been possible years ago, all kinds of things. If you ask me, helping you with what you’re going through is one of the most possible things I’ve seen so far.”

Mater looked at him for a bit, not sure how to respond. He’d been angry and upset for so long now that he’d almost forgotten what it was like to feel compassion again. Finally, he sniffed.

“...Thank yeh kindly, Doctor.”

**Notes for the Chapter:**

> Phew, almost forgot to put this one up before the day was over. A word of advice - if you start up a Discord server with a purposefully complicated verification process, make sure you have a couple of days in front of you where you don't have anything you need to do. Thankfully I didn't have any important stuff going on when I did, save for this, but yeah, stuff falls through the cracks real easily during all that.


	7. Why Boobs are Squishy

Rocket peeked into the dimly lit bedroom, looking at what lay within. A shifty-looking man had already ripped all of his clothes off, save for his underwear, and was lying upon the sheets with an eager look on his face. Everything about this situation made Rocket cringe to his core - it was nasty, grotesque, and utterly revolting through and through.

It was also about to become one hell of an awesome day.

Slowly he walked into the bedroom, Robotnik’s guard shutting the door behind him as he did so. “Well hello hello, pal!” he began, doing his best to keep the bloodlust out of his cheery tone. “So you’re the one who ordered me, huh?”

“Y-Yeah, that’s right,” the man responded with a creepy grin. “Oh man, you’re just as furry as I was hoping… this is gonna be so sweet!”

“Heh, yeah, you got that right,” Rocket said, his right hand behind his back, keeping the object he was holding out of sight. “Trust me, I’ll give you one hell of a time, you’ll think you’ve died.”

“And gone to Heaven, right?!” the man gasped, starting to drool a little.

“Eh, yeah, something like that.” He hopped onto the bed, looking the man right in the eyes and trying not to look at at the increasingly-growing bulge in his underwear. “Now, uh, how about you close your eyes? Trust me, if you see any of what’s coming, well…”

“Ohhhh, I gotcha!” the man panted excitedly. “That’s so lewd… how are you gonna take it off? Wait, don’t tell me! I want to be surprised!”

“That’s right, don’t wanna spoil the surprise,” Rocket devilishly grinned, seeing the man shut his eyes. With that, he took out Ember Celica from behind his back and put it on his arm. It made a satisfying click as the brace resized itself firmly on his wrist and was now ready to rock.

Slowly, Rocket readied himself for the first strike as the man continued yammering excitedly. “I can’t believe this - I’m finally gonna get the chance to yiff! At long last, the best day of my life has finally-”

**BOOM**

Without warning, Rocket drove his fist right into the man’s crotch and fired the weapon. A bright flash emitted from the muzzle as the round discharged, blowing the unexpecting customer’s genital organs into hamburger as blood spattered both Rocket and the bedsheets.

The man was cut off mid-drool and began screaming bloody murder. His eyes shot open to take in the horrifying sight of his crotch blasted to red smithereens while the escort he had ordered was admiring the yellow gauntlet on his arm.

“Holy shit!” Rocket gasped. “Woah! Damn, this thing packs a punch! Heh, literally, too! That’s a satisfying recoil if I’ve ever felt one!”

He noticed the man still screaming as soon as he stopped talking. Looking back, he could practically see the veins bulging out on his face as pain contorted his body, his eyes practically coming out of their sockets from the pain he was in.

“Oh, shut up!” Rocket yelled as he punched forward and fired another round into the man’s head, finally ending the ear-splitting screaming.

Rocket took a moment to breathe and looked back at Ember Celica, running his hand along the indentations and feeling how strong it was. “Sweetie, I think this is the start of a long and truly beautiful relationship…”

Suddenly the door opened, Robotnik’s guard busting in to see what had happened. “What’s all the noise about-?”

Before he could say anything more, he lost his voice as his eyes took in the sight that lay before him. Robotnik’s latest sexual service worker had a strange yellow gauntlet strapped to his wrist and was caked in blood, as was the bed, the walls, and most of all the customer who had walked in earlier… or at least what remained of him.

The guard only had a moment to fumble for his nightstick as Rocket grinned and lunged for him, drawing back his arm to strike again.

The next several minutes were absolute bliss for the raccoon - scurrying around to and fro and blasting apart any fools he could find. While the other escorts and customers ran out as fast as they could in a panic, the guards made the mistake of thinking they could take him. Leaping from soldier to soldier, punching and firing and exploding whatever he could, he delighted in showing them just how wrong they were.

Eventually he made it to Robotnik’s main chamber, where the large crime lord sat and observed as Rocket blasted one of his robots right through the door.

“You fool,” Robotnik growled, “You dare try to dismantle my empire of prostitution? I will make sure you regret every single thing you have done today! _Guards!_ ”

A set of 6 heavily-armored robots that had previously lined the side walls suddenly activated, stepping out in a line between Robotnik and Rocket. Their visors turned red as they recognized the threat and aimed their weapons, set right to kill.

Just as they started firing, Rocket leapt forward and onto the chest of the rightmost robot, stumbling it slightly. The other robots turned and began firing their guns relentlessly, not caring if they hit their mechanized compatriot or not, just so long as there was a chance they could hit their target.

Rocket, from behind the safety of his improvised human (or not-so-human) shield, took out a blaster rifle he had swiped off a guard earlier and aimed it around the robot’s shoulder, firing right at the other bots. His bloodlust-fueled accuracy proved true, and he managed to down all of them without ever needing to take his finger off of the trigger.

At last, all the firing stopped. The robot Rocket was perched on shuddered and fell to the floor. He managed to leap off just before it impacted and turned his gaze to Robotnik, whose eyes were now wider than dinner plates.

“So… about your contract with me-” Robotnik began, right before Rocket cut him off by pointing Ember Celica directly at his face.

“The keys to your nicest starship. Now,” the racoon demanded.

“Okay, okay, I can do that,” the crime lord stammered, keeping his hands visibly up as he leaned down and opened his drawer, taking out a set of keys. He tossed them to Rocket, who caught them with his other hand and put them away in one of his bags.

“So, uh… are you going to leave, or-”

“400,000 credits,” Rocket added. “For the starships, of course.”

“WHAT?!” Robotnik yelled incredulously. “You want compensation for using _my_ starships?! Are you completely-”

He cut himself off as Rocket took out the blaster he’d swiped in his other hand and pointed it at Robotnik in tandem with the gauntlet.

“Okay, okay, 400,000 credits. I can do that. No problem.” With that, he opened another drawer and took out a set of credits worth the amount the racoon had demanded. There was probably a bit more in what he handed over than what had been demanded, but at this point he didn’t want to waste time sorting through it and risking making him angrier.

After tossing the credits over and watching Rocket stash them away, he waited for him to lower his weapons, only for several seconds to go by with nothing happening. “So,” Robotnik began, “Can you let me go? Pretty please?”

Without taking Ember Celica’s aim off him, Rocket stashed away the blaster and instead took out a pair of tweezers. He picked out a burning chunk from a hole his blaster had made in one of the robot guards with them and tossed it onto Robotnik’s desk.

“Put it in your mouth,” Rocket demanded, “and don’t spit it out until I’ve left the room.”

Robotnik gulped as his gloved hand nervously moved to the small chunk. It shook as he brought it to his mouth and hesitated, then shoved it right in. Tears welled in his eyes, the pain exploding across his tongue, and he groaned in agony while Rocket grew an awful smile on his face, clearly satisfied.

“Well, I ain’t ever coming back to this dump again,” Rocket began, turning around and slowly walking out, “But it’s been a real pleasure doin’ business with you, Mr. Tall, Fat, and Ugly! The Guardians of the frickin’ Galaxy are real grateful for how you’ve helped us!”

With that, Rocket stepped through the doorway and slammed the door behind him. He chuckled as he heard the crime boss’ muted screams of agony, clearly having just spat out the burning ember, and looked back down to Ember Celica.

“Yep… a long and _beautiful_ relationship.”

…

“You’re sure none of you guys have seen it anywhere?”

Yang was pacing restlessly around the lounge area of the inn team RWBY was staying at while her teammates continued sitting in the chairs they had found. Thankfully there weren’t any Imperial troops inside the inn of the town, leaving them free to talk about what had been on their minds during the past day.

“Sorry, Yang,” Ruby said, “we still haven’t found your gauntlet yet.”

“It’s bound to turn up eventually,” Blake offered. “If not here, then one of the Avengers is sure to stumble into it back at their tower.”

“Yeah, only when they’re not out in space anymore,” Yang groaned. “This suuuuuuuucks…”

“Well, at least you seemed to do well enough without it,” Weiss said. “We were able to keep the town safe from those grimm, weren’t we?”

Yang did seem to perk up a little at that. “Yeah, good point. Those Stormtroopers had better be grateful - they’d be dead meat without us showin’ them how huntresses do it.”

“There doesn’t seem to be much for the townsfolk to gain from their occupation otherwise,” Blake said. “If you ask me, they’re not here to keep everyone safe from the Grimm; they’re here to keep the civilians in line.”

“Well, that just seems obvious,” Weiss responded. “The Empire didn’t come to Remnant because we needed their help or vice versa - they did it because they want control, pure and simple. This occupation is nothing more than a stranglehold on everyone.”

Ruby looked down slightly. “If there are this many Imperials here… imagine what it must be like in all the other villages, or even the large cities.”

Noticing how downcast Ruby looked, Yang made the decision to redirect the conversation. “Well, speaking of which, did anyone overhear any of them talking about something important?”

Weiss shook her head. “Unfortunately, no. All I heard was a bit of small talk and not much else before they started giving me suspicious looks.”

“I didn’t either,” Blake confessed.

“Are you sure?” Yang pressed on. “I think you got to eavesdrop the most out of any of us earlier.”

“I know,” Blake confirmed, “but I don’t think I heard much different from Weiss.”

Finally, Yang turned to Ruby. “What about you, Rubles? You got something?”

Ruby looked up, held her chin for a moment, then snapped her fingers and smiled. “I did!”

“Really? What?” Weiss asked as she and her two compatriots leaned in a bit closer, eager to hear.

“I mean, it wasn’t really any vital intel,” Ruby explained, “but I heard a couple guards mention something about an attack on Nuitov by a ‘strange group of people’ - from the sound of it, I think the Avengers’ first mission went great!”

Blake smiled slightly. “Well, that’s at least good to know. Good news is good news, regardless of what kind it is.”

“Yeah,” Yang agreed. “Though we should probably try one more time to get something good from ‘em. What do you say?”

“Sure, I think we can spare a bit longer,” Blake said, getting up along with Ruby. She turned to Weiss, who was still sitting down. “You with us, Weiss?”

Weiss thought for a moment before responding. “Actually, there’s something I’d like to do here while you’re all away. Just a personal matter.”

Yang shrugged. “Suit yourself, girl. Let us know if anything changes.”

With that, Ruby, Blake, and Yang walked out of the inn and back to the streets. The author continued deliberately trying to avoid using the word “in” in the same sentence as “inn” because of how weird it sounds. Seriously, have you ever said a sentence like that out loud? It sounds really strange in an almost uncomfortable way.

Anyway, Weiss promptly headed to the nearby stairs and made her way to the second story of the inn, where the room doors were arranged. Finding team RWBY’s, she walked inside and sat on her bed, pulling out her Scroll. She opened the texting function and scrolled to the contact she was looking for before she began typing.

_You there?_

To her pleasant surprise, it wasn’t long before she got her response.

_Yep! What’s up?_

She smiled, having looked forward to this earlier that day. A few days before, soon after team RWBY had returned to Remnant, Peter Parker had texted her apologizing more fully for his odd flirtation. She had seen how perfectly sincere his apology was, and realized that no harm had come of the incident anyway, so she readily accepted it. Since then, they’d been texting each other more regularly, having grown to enjoy each other’s company during the past few days of dangerous work.

Weiss began texting back. _Fended off some Grimm, spied on the Empire, the usual stuff. You?_

 _Oh, we just came back from fighting the Imperials!_ , came the response. _You’ll never believe it - I got to hijack an AT-AT! Ned’s gonna flip when he hears about this! Oh, I was able to snag one of their special vibroknives, too - I really wanna know what makes this thing tick._

Weiss typed more, impressed with how much the wall-crawler could text out in a matter of seconds. She could practically hear the keyboard clicking in her head every time she saw him preparing a message. _Just heard about that ourselves. You really did quite a number on them, from the sound of it._

_Really? That’s pretty sweet! I mean, to hear that they’re talking about all of us, of course, not just me. I’m sure those grimm are really feeling the hurt thanks to you, too!_

Weiss sighed with her next response. _I doubt it. We’re not doing anything that special here - we’re just maintaining our cover and seeing if we can overhear anything. Qrow is the one doing the actually important stuff._

The next response came much quicker than Weiss expected - for looking as awkward as he was, Peter sure didn’t seem to let it give way to reluctance. _Come on, that’s not true. The people still need you to keep them safe from the grimm, right? I mean, we both know the Empire’s sure not going to do it._

She shrugged slightly, despite the fact that she was the only one in the room. _True, true. I just wish it felt more substantial, you know? We’re not going to win this war just by fighting the grimm like normal._

_Trust me, anything you can do to help is worth it in the end. Large or small, it’s all help just the same, right? You’re like… a friendly neighborhood huntress!_

Weiss chuckled, during which another message from Peter immediately followed. _Uh, that doesn’t sound stupid or anything, does it?_

Weiss texted back before he could feel dumb any longer. _No, don’t worry. Thank you - sometimes being a huntress really does feel like a thankless job._

_I know what you mean. But you do it no matter what, right?_

Weiss smiled. _Yeah. No matter what._

…

Qrow walked into the Emperor’s chamber, paying little mind to the red-cloaked guards on either side of the doorway. They were the only eye-catching part of the entire room, the rest comprised of dark machinery and walls cloaked in shadow. Darkest of all were the robes of Palpatine himself, covering much of his body as he sat in his chair, grinning at Qrow’s arrival.

“Ah, Mr. Brawen,” he sneered as Qrow continued walking up. “How has team RWBY been? Well, I hope?”

“Well enough, anyway,” Qrow said, stopping a few meters away. “We got Lightning McQueen’s engine block to a safe location, where Salem will never get to it.”

Palpatine chuckled at that. “Good, very good. It is always important to safeguard what can easily break you, isn’t it?”

Qrow frowned, already not enjoying this exchange of pleasantries. “Yeah… whatever. Just make sure your troops don’t interfere with what we’re doing, okay?”

“Oh, but of course,” Palpatine soothed. “Not after all that you have done for us, Mr. Brawen. Besides,” he stopped smiling, “we have enough enemies as it is… including some more recent ones.”

“I assume you’re talking about the attack on Nuitov?” Qrow asked.

“Precisely. They came from seemingly out of nowhere, unprovoked, and laid waste to our Tibanna extraction facilities. We are having a ship fuel crisis thanks to them, and now my plans for domination of this sector will be set back as I have to look for a planet with sufficient fuel resources.”

“Well, whoever it was, I’m sure you’ll give ‘em what they deserve soon enough,” Qrow offered.

“Oh, I know I will,” Palpatine rasped. “Because I already know who they are.”

Qrow felt a tinge of dread creep into his heart. “You… you do? Um, who was it?”

Palpatine scowled and gripped the armrests of his chair tightly with his next words. “It was none other than the Avengers, the so-called ‘Earth’s Mightiest Heroes’... well, we shall see how mighty they are once their precious Earth has fallen.”

Qrow struggled for what to say next. If Palpatine had figured out too much, he would bring the Empire’s wrath down upon the Earth, and Remnant would follow shortly. His next words could very well decide whether or not this war ended preemptively.

“Well, it may be the Avengers,” he spoke up, “but they couldn’t have come from Earth!”

Palpatine gave him an odd look. “What are you suggesting, Mr. Brawen?”

“Think about it,” he explained, “if they were still acting on Earth’s behalf, they’d be working with SHIELD, wouldn’t they? The attack on Nuitov would’ve had at least some sort of military presence backing them up. None of your forces saw anything of the sort there, did they?”

Palpatine looked down for a moment, pondering this. “No… they didn’t…” He looked back to Qrow. “Regardless of whether or not Earth sent them, we will need to find where they are operating and wipe them all out. Our scouts saw them heading south of Nuitov after the attack, so they would probably be operating on a planet with a hospitable environment yet good natural protection… Ogantu would be the most likely answer.”

“It isn’t Ogantu!” Qrow blurted out, not realizing what he was saying.

By the time he had realized what he said, Palpatine was already staring him down, right into the awkward look on his face. “Oh? How would you know this, Mr. Brawen?”

Qrow stammered, praying to whatever deity there was that he could somehow conjure up the right answer. “Well, I, um, passed by a few particular planets on the way here, and I, uh, think I saw a bit of rebel activity on one of them in particular. Ah, not too much, though, I wasn’t looking too closely or anything, heck, I wasn’t even very close, I just kind of, um… saw some odd stuff.”

Palpatine continued staring. “Really… care to name the planet you saw this ‘odd stuff’ on?”

Qrow gulped. “It was… um-”

“Well?” Palpatine insisted.

Panicking, Qrow picked the first word that popped into his mind. “Xanthar!”

Palpatine raised an eyebrow. “...Xanthar?”

Nervously, Qrow started stammering again. “Um, I mean Xanthar… ia… por… d’nur… III.”

A pregnant pause filled the room. Qrow was so tense that he would’ve jumped at the sound of a lightsaber hilt dropping.

Finally, just when he thought he couldn’t take it anymore, Palpatine spoke up again. “Really… so they have found refuge on Xanthariapord’nur III? Strange… I had not thought of that planet as much more than a resort location, what with its beaches and oceans.”

“Well, uh, I guess they must’ve just liked the scenery or something,” Qrow suggested.

“A fair reason,” Palpatine said. He then started smiling. “I went there myself once, long ago. I got the most delightful tan there - oh! And they had the loveliest hula dancers, too! Let me tell you, they sure knew how to make you feel like your pants were a few sizes too small, if you know what I mean!”

“Y-Yeah, I’m sure,” Qrow responded, too relieved to be creeped out by the Emperor’s chuckling. “In any case, that would probably be a good first place to look, and definitely _not_ Earth, which again: they were _not_ sent by.”

“Agreed,” Palpatine concurred. “I will send a raiding party to Xanthariapord’nur III, and crush these so-called super heroes before they can ever be a threat to me again.”

“Understood,” Qrow said. “Well, I should probably go resume my patrol route.”

“Indeed,” Palpatine said. “You may leave me be. And, Mr. Brawen?”

“Hm?” Qrow turned back just as he started walking out.

“I do hope you will assist me in catching these ‘Avengers’ should I require it,” Palpatine rasped. “After all… your nieces still walk on a planet controlled by _my_ troops.”

Qrow didn’t have any response to that - he simply scowled and resumed walking out.

He couldn’t kid himself anymore - he and team RWBY would have to start fighting back the Empire themselves eventually. Things would inevitably escalate, as they commonly did in war, and the Avengers would call upon them for aid. Knowing the girls, they wouldn’t have any problem with it, and would probably even be eager to take the fight to them after all they’d been through. They were strong warriors, and they could handle themselves easily. Palpatine’s threats had already stopped worrying him.

That didn’t mean they stopped pissing him off, though.

**Notes for the Chapter:**

> I hope you are all as thoroughly disgusted by Palpatine's line about pants as my friends were when they first read it.


	8. Um... I'm sorry, I'll get back to you on this one

Thor went at a steady pace as he made his way through the Avenger’s forward base on Ogantu. The base wasn’t exactly roomy or flashy in any sense, definitely nothing like the previous ones Tony had built, but given how quickly they had needed it created for this new conflict, the fact that it was as sturdy and reliable as it was left no room for begging or choosing.

Stark’s machines had put together the entire base in short order a few days before the Nuitov attack, not too long after they identified Ogantu as a suitable staging area. It was far enough away from Earth that the Empire wouldn’t suspect anything as long as Qrow was slick enough, and the hazardous environment of the planet, ranging from things like acid rain to violent wind currents that would rip apart any capital-class ships that entered the atmosphere, would deter any large-scale attacks if they were discovered. It may not have their best headquarters yet, but it was exactly what they needed for their upcoming battles.

Eventually, Thor made it to the meeting room, where everyone else had already gathered. Steve was already at the head of the table, turning to see Thor as he walked in.

“Glad you could join us, Thor,” Steve said. “Just wish you could do so without being late.”

Thor smiled, stopping next to Steve. “An Asgardian is never late. He arrives precisely when he needs to.”

Steve shrugged. “All right, I’ll give you points for being clever about it-”

“Does anyone want to tell him that Thor stole it from Lord of the Rings?” Tony piped up, looking at the others around the table.

Steve and Thor gave him an odd look before Steve responded. “You… know I can hear you, Tony-”

“Yeah, I know, that was my intention,” Tony stated matter-of-factly.

Steve sighed as Thor went over to take a seat at the table. “Let’s just get on with this, okay?”

“I agree,” T’challa said, walking over to stand next to Steve. “We must review everything of note before we can start outlining our next plan of attack.”

“Take it away, then,” Natasha responded, she along with everyone else looking to Steve and T’challa.

With that, T’challa began pressing a few buttons on the holographic screen nearby, pulling up information about the Nuitov attack. While he did so, Steve started talking. “Here’s the sitrep: the attack on Nuitov had the desired effect. The Empire is cut off from outside support and supplies, and they have no immediate retreat options should things go awry for them.”

“We are still well-covered as well,” T’challa chimed in. “Qrow has convinced Palpatine to avoid casting his wrath upon Earth, and lead him off our trail. As far as Palpatine knows, we are all on another planet called Xanthariapord’nur III.”

There was a pause as everyone heard Quill choke a little. Gamora turned to him, concerned. “Peter, are you okay? You look like you’ve seen a ghost.”

“Uh, I’m fine,” he responded. “Totally fine. Yeah, uh, nothing’s wrong at all.”

Gamora raised an eyebrow. “Your face is turning red-”

“Hey, how about team RWBY, huh?” Quill interjected, turning to Steve and T’challa. “Did they manage to find anything?”

Steve nodded. “Actually, yes,” he explained. “After digging around for a while, they learned of another important base of operations for the Empire. And this very base is where we’re all going to be-”

“I’m sorry, hold on for a sec,” Tony interrupted. “Kid, could you put away the knife? We’re kind of in the middle of something here.”

Peter Parker looked up, his fingers pausing in the middle of playing around with the Imperial vibroknife’s inner workings. “I- I was just working with it a little, Mr. Stark! I’m still paying attention, I can multitask-”

“It’s rude,” Tony responded, holding up his hand. “You don’t come to a big meeting and start doing something else. You know why?”

“I was listening the whole-”

“Because it shows you don’t care. Is that the impression you wanna give? That you don’t care about the war with the Empire?”

“C’mon, he’s still allowed to play that handheld!” Peter protested, pointing to Groot.

The others turned, seeing that Groot was clicking away on his handheld gaming system. Quill and Gamora both sighed.

“Put it away, Groot,” Gamora said.

Groot looked at her, making sure to pause what he was playing. “I am Groot.”

“You can finish that level later. This is more important.”

Groot grunted and rolled his eyes before stashing away the system. “I am Groot…” he grumbled.

Quill shook his head. “You’re this old and you’re _still_ addicted to that thing? I swear…”

Awkward silence filled the air for a moment before Steve picked things back up again. “Anyway… the next base that we’re going to be visiting is the one on Mastrowei.”

T’challa began swapping out the on-screen Nuitov attack information with intel on the planet Steve just mentioned. “Napoleon Bonaparte once said that an army travels on its stomach,” he explained, “and the Empire is no different. Mastrowei is a planet filled with natural resources - namely food and water. Its lush vegetation is largely edible, and the wildlife provide excellent game as well. It contains everything an army needs to survive for an indefinite amount of time… and is now a greater asset than ever.”

“Now that the Empire’s forces have been cut off from the rest of the galaxy,” Steve jumped in, “Mastrowei is their biggest source of food and water. We take it from them, and their health and morale is sure to drop fast.”

“It won’t be easy, though,” Vision spoke up. “After our last attack, the Empire will be expecting us to follow up with it. Only an unwise army would rest after a single victory, and the Empire knows by this point that we aren’t unwise. Taking the straightforward approach like we did last time, though… very much would be.”

“Agreed,” Steve agre- fuck it, you know what he did already. “Which is why we won’t be doing it like last time.”

Stephen Strange looked puzzled. “You’ve said yourself that a siege or slow infiltration tactic won’t win in this war, Steve. The longer we wait, the more time Palpatine will have to enact his plan.”

“Exactly,” Steve answered. Dammit, I should’ve said ‘answered’ instead of ‘agreed’. Oh well. “We won’t be taking either of those approaches either. We’ll be doing something a bit… different.”

“What do you mean by ‘different’?” Thor asked, curious.

“Simple,” T’challa said. “We will turn the very environment of Mastrowei against them.”

With that, Steve turned to the shadowy doorway behind him and spoke. “You can come in now. We’re ready for you.” He turned back to the Avengers and smiled. “Make her feel welcome, okay? She’s gonna be important here.”

Everyone turned to look at the doorway, simply staring for a few seconds before someone walked through. It was no one any of them recognized… and definitely didn’t look anything like the kind of person they would have expected to help them save the day.

She was a young girl with thick freckles and an even thicker pair of glasses. If her buck teeth weren’t the most obvious feature of her head, the large twin pigtails on either side certainly were. Judging by her height, she couldn’t have been more than a tween, making her even younger than Peter Parker. Without a doubt, the last kind of person the Avengers had expected to be brought into their headquarters.

She stopped right by Steve and T’challa, nervously smiling as she looked up at them. “Hi again, Captain America. You too, Black Panther.”

They chuckled slightly before T’challa introduced her to the group. “Avengers, meet Eliza Thornberry.”

Another pregnant pause filled the air before Tony broke it. “Yeah, hi, um, mind explaining what’s going on? How is a kid going to drive the Imperials off Mastrowei?”

Steve turned to Eliza. “You want to do the honors, miss?”

Eliza energetically nodded, gripping the end of the table as she looked at the entire group. “Well, you see, um… I can talk to animals. I mean, normally I can’t tell anyone else about that, but y’know, you’re the Avengers and all, so I thiiiiink this is kind of a grey area?”

“Well, already this answers nothing, and I’m more confused than ever,” Tony said.

“No, no, I get it!” Scott spoke up. “So you can talk to animals and command them - just like how I can command ants, right?”

“Ah, well,” Eliza stuttered, “It’s not really ‘commanding’ per se, I can just understand their language.”

“I think I’m with Tony,” Rhodes said. “I’m feeling a bit confused as well.”

“Oh, sorry,” Eliza said, looking slightly dejected. “Should I just start over?”

“No, keep going,” Strange said. “Time is of the essence.”

“Right,” she said, recomposing herself. “Anyway, Mastrowei has a lot of wildlife on it, right? So here’s what we were thinking - if you let me get in contact with some of the animals, maybe some pack leaders of the sort, I could convince them to rise up against the Empire and drive them off the planet! From what I’ve seen, there’s enough of them that they should overwhelm them with the right motivation, as long as you’re all still there to help, of course.”

Clint blinked a few times before speaking up. “Yeah… I’m not so sure I get it either-”

“No, no, I get it,” Tony said. “We go down to the surface, evade Imperial security, find some of the larger pack groups, and then let Dr. Doolittle here work her magic and tell ‘em all to fight back. Am I right?”

Steve nodded. “A bit crude, but yes, that’s more or less the idea.”

Tony rose from his chair. “Well then, what are we waiting for? Let’s all gear up and knock the Empire for another loop before they know what hit ‘em.”

“Uh, before we do, just a quick question,” Eddie Brock spoke up. “So you’re going to convince the animals on the planet to start fighting back against the Empire, and, well… this’ll probably lead to a few casualties, right?”

Eliza nodded sadly. “Unfortunately yes, but hopefully it won’t be too many as long as you all help them.”

“Right, right,” Eddie said. “Soooo… if a few of them go down and get lost in the fighting… would it be concerning if their bodies suddenly went missing?”

Eliza simply looked at him confused, but just before she could ask, Parker’s eyes went wide and he spoke up. “Eddie, no! We’re not letting you do that!”

“Come on,” he responded, “if they’re already dead, what does it matter?”

“They’re helping us!” Parker explained. “You can’t just eat them as soon as they go down!”

“Wait, _eat_ them?!” Eliza said in a panic.

“No, no!” Parker turned to her, holding up his hands. “We won’t let him eat any of them, we promise!”

“Yeah,” Eddie began, “Or at least you’ll try not to let us-”

Before he could say anything else there was a sudden crash outside. Everyone tensed up, unsure what to make of it. None of the sensors had detected Imperials approaching, so they had no idea what could have caused the disturbance.

However, just as they were about to head out of the meeting room and go investigate, the wall at the other far end rumbled once, then again as a small chunk of the plaster busted apart. In its wake crawled out a small raccoon with a small assortment of guns on his back, a bright yellow gauntlet on his right arm, and a pleased grin on his face.

Drax blinked in surprise. “Rocket?”

“I am Groot!” Groot yelled, excited to see his old friend back once again.

“Hoho, MAN!” Rocket yelled. “You are not gonna believe the time I just had! I gotta say I’ve been in some bloodbaths in my time, but that was something else!” He turned to Quill, holding out the arm with Ember Celica strapped to it. “Quill, you madman, how’d you swipe this beauty off her, huh? I gotta know!”

Quill paused for a moment, trying to process what was going on. “Um, well-”

“No, wait!” Rocket interrupted. “Don’t answer! I’ve gotta tell you all about it first! I’m glad you’re all sitting down, ‘cause you’ll want to be comfy for this!”

“Actually, we’re just about to head out for the next mission,” Steve explained. “Get to the equipment room and suit up, we’ll be moving out soon.”

Rocket’s smile slipped away, replaced with a look of confusion. “Wait, what? Don’t you all wanna hear about how I escaped?”

“Oh, that reminds me,” T’challa said just as everyone else was starting to get up and exit the room. “You were in Robotnik’s escort rooms, right?”

Rocket got a disgusted look on his face. “Eugh, don’t remind me.”

With that, T’challa pointed to Quill. “You, check him for STDs, then gear up.”

“WHAT?!” Quill and Rocket both said, each for different reasons.

“You heard me,” T’challa said, following Steve out of the room.

“How come _I’ve_ got to do it?” Quill complained, just before noticing Bucky walk by him. “Hey, hey you! You’ve got the mechanical arm - can’t you do it?”

Bucky stopped and gave him a look that had everything in his head written clear as day on it. “I’m going to pretend I didn’t hear that,” he said, before continuing to walk out of the room.

…

“Skipper, I have the latest report on Imperial activity. All information about their recent actions has been recorded for your reviewal.”

Kowalski handed Substitute Director Skipper a set of documents, waiting until he could see they were fully secure in his flipper before releasing his own grip. While the two penguins had a diminutive stature compared to everyone else on the SHIELD helicarrier’s command deck, the importance (as well as the absurdity) of their presence was felt by nearly everyone at their stations. Still, they were disciplined men and women, and kept their focus on their duties rather than on the two birds in the center area.

Skipper smiled as he skimmed the files, seeing that the Empire was still licking its wounds from the Nuitov attack. “Thank you, Kowalski,” he said. “I’ll be sure to review these down to the letter.”

“Yes, sir,” Kowalski responded. “Will that be all?”

“Affirmative, soldier,” Skipper answered, saluting his comrade-in-flippers. “Return to your station until further notice.”

Kowalski returned the salute. “Understood, sir.”

With that, Kowalski waddled off up the stairs leading out of the command deck, passing by Deputy Director Maria Hill on the way. She only took a brief moment to regard him before continuing on, eventually stopping near Skipper.

“I see you’re already being brought up to speed on the Empire’s recent moves, Substitute Director,” she said, turning her head down to look at him.

“Indeed I am, Deputy Hill,” he responded, promptly hopping up onto a nearby terminal so they could meet at eye level easier. Thankfully the keyboard was low enough for him to use as a first step before jumping onto the monitor, thus allowing him to talk with whoever was nearby without having to hurt his neck from constantly craning it upward.

“Are you aware of the Avengers’ next move, then?” she asked.

“That’s a negatory,” he said, “but if you know, I’d like to hear all the details.”

She crossed her arms before continuing. “Their next plan of attack is on Mastrowei; currently the main source of the Empire’s provisions. Once they’ve driven them off the planet, they’re hoping the Imperials will be weak enough for a more direct attack to cripple their main forces.”

Skipper chuckled for a moment before turning to see the large windows looking out at the sky. “Well well well, an excellent plan if I’ve ever heard one. If they keep playing their cards right, we might not even have to get involved at all. Of course, that’d be a bit of a shame. I’ve been wanting to stick it to those Imperial jerks for a while now…”

Maria was silent for a moment, contemplating her next words. Finally, she chose to speak up. “Substitute Director, I would like to voice a personal opinion.”

“Go right ahead, Deputy Hill,” Skipper said, turning back around. “And don’t worry about asking permission in the future - I know Fury was always quite open to hearing what you had to say.”

Maria pursed her lips slightly. “Yes, well… that’s kind of what this is about, sir.”

Skipper looked at her quizzically. “Hm? Director Fury?”

“Do not take this the wrong way,” Maria began, “but I have been questioning the Board’s decision to place you in charge of SHIELD’s public actions during Fury’s leave.”

Skipper looked confused for a moment before covering it up with a smirk. “Come on, I haven’t been doing _that_ bad of a job, I hope.”

“It’s not that, sir,” she continued, “but the decision to place you in charge has been… confusing, to say the least. You have little prior involvement with SHIELD, a training background no one has been able to identify yet, and not least of all is the fact that you’re… well, a bird.”

Skipper held out a flipper teasingly. “Hey now, I didn’t expect you to be the type who’d place the race card. You don’t even know if that’s a term I’d find offensive or not.” He chuckled. “It’s not, of course, though I’ve always preferred the term ‘Avian-American’...”

Maria continued speaking, her patience starting to wear thin with Skipper’s flippancy. “Director, I am simply saying that the Board’s choice for you to replace Fury for the time being is questionable at best, and suspicious at worst.”

“Suspicious of what, Deputy?” he asked. “You’ve seen my record yourself - there’s not a bone in my body that isn’t dedicated to the people and the justice that protects them.”

“True,” Maria responded before leaning in closer. “But it wouldn’t be the first time someone in your family had engaged in deceit, now would it?”

Skipper’s eyes went wide, the full implications of her words unavoidable to him. Speech failed him at first, unable to overcome the shock that had filled him. Eventually he began regaining his composure, his eyes narrowing and the frown on his face turning more serious. “Careful, Deputy,” he said, “you’re coming close to speaking out of line.”

“You said it yourself,” Maria responded, “Fury was always open to hearing what I’d had to say. You’re not Fury, of course… but are you the kind of person he would’ve trusted?”

“That answer’s up to no one else but him,” Skipper snapped back, “and whatever he decides would be based upon my own actions. Nothing about my family…” His face darkened as he looked down slightly. “...Even my father.”

“Of course,” she said. “But just remember: it’s not enough to say you’re dedicated to the people you serve. You have to show it as well.”

“I know that more than you think, Deputy Hill,” Skipper said, his brow still furrowed as he looked back up at her. “Now if you wouldn’t mind, I have these files to review. Return to your station and await further orders.”

Maria simply nodded and saluted, only saying “Sir,” before walking away.

Turning back around, Skipper looked at the front of the files briefly before sighing and shutting his eyes. He’d worked so hard to put the past behind him, devoted every fiber of his being to serving his beloved America… so why couldn’t he escape the sins of before?

He always knew that to some, it wouldn’t matter what he did. He could become director of each military branch in the country, stop a hundred terrorist attacks, and they would still never let him forget. And deep down… he knew he couldn’t blame them. After the horrors that had been done those years ago, the countless atrocities, it would be nigh-impossible for the world to ever forget. One could even argue that it downright shouldn’t forget.

Skipper shook his head, trying to clear his mind of all the complicated thoughts that had entered it. Even now, he could still hear those heartbreaking, betraying words that his father had said to him those many years ago.

_“Skipper, my son… you wouldn’t let me die, would you?”_

His flipper gripped the reports even more tightly as his eyes opened, focused as hard as steel on the tasks ahead of him. It didn’t matter where he came from, or who he came from. All that mattered was now, when SHIELD and the Avengers needed him operating at the fullest of his abilities more than any other mission ever had.

“I can do this…” Skipper mused. “I am not the man that Donald Trump was, and I will take however long I need to prove that.”

**Notes for the Chapter:**

> The "Avian-American" line is one of my favorite things I wrote in this entire fanfiction.


	9. Jafar Returns to the Sea to Meet Simba’s Pride and Belle’s Enchanted World

The massive cavern was the home to many strange and alien creatures, many of which were resting upon higher crevasses or rock formations. They were encircling the main den of the cavern while the Avengers and Eliza Thornberry were in the center, sending an unspoken but clear message - no human would start trouble in their home without retribution.

Well, technically most of the Guardians weren’t human, but they kinda figured the message counted for them as well.

One of the largest and strongest of the beasts stepped onto a particularly striking and imperial rock formation directly facing the group, looking down with a stern gaze. “I am Tarrasque, patriarch of the Ursadak clan, and one of the leaders of the refugees on Mastrowei,” he spoke in a series of growls and grunts that only Eliza understood. “What is you and your companions’ business here, you who speak to all?”

Eliza nervously cleared her throat before answering. “Ah, yes. Great Tarrasque, my companions are the Avengers, and we have come to help. You see-”

“Help?” Tarrasque growled as several of the other beasts began making growls of their own. “Why would you humans come to help us, after all your kind have done already?”

The Avengers had tensed up when hearing the beasts seemingly becoming more aggressive. Eliza turned back and tried to give them a reassuring gesture before continuing to speak. “Well, you see, we know about what happened. The humans who came here and drove you out are the Empire, and-”

“Yes,” Tarrasque interrupted her, “We know of the Empire quite well.” He angrily started scraping his hooves on the stones beneath him while snorting hot air from his nostrils. “They invaded our homes, butchered anyone they saw, destroyed our resources, and continue to hunt us! They are a boil on the face of this planet!”

“I know, I know,” Eliza said, “and we don’t like them just as much, believe me. As a matter of fact, we came here so we could drive them out.”

Tarrasque snorted. “How rich. A motley crew like you wants to drive out the Empire? By all means, don’t let us stop you. We will enjoy watching them crush you like a boulder to twigs.”

“You don’t understand,” Eliza responded, “We can stop them! The Avengers are Earth's mightiest heroes, and if anyone can stand up to the Empire, it’s them! They’ve already faced their forces and survived!”

“Forget it,” Tarrasque retorted. “The Imperials are too well-fortified now. They enjoy hunting us and stripping the land of its resources too much to let it go. It would take more than a few dozen of you to drive them off.”

“Well, that’s why we’re here,” said Eliza. “We want to join forces with all of you. Together, we can make sure the Imperials never step foot on Mastrowei again.”

There was a pause as the beasts took in her words. Before too long, however, Tarrasque and the other clan leaders narrowed their eyes at her again.

“Now I see… you wish to use us as your cannon fodder! To overwhelm the Empire with our corpses while you slay them yourselves!”

“That isn’t true!” Eliza shouted. “Please, believe me-”

“Why?” Tarrasque roared “Your kind have only plagued us since your arrival; why should we believe you now?”

Eliza noticed that the beasts were growling louder now, motioning very aggressively towards the group. Nearly all of the Avengers were adopting a battle-ready stance or putting their hands on their weapons. The situation was degrading fast, and everyone knew it.

“Whatever it is you are doing, Eliza” T’challa spoke up as he extended his claws, “you had better find a way to turn things around.”

“Any of you ugly freaks get too close,” Rocket shouted, “I’m perfectly cool with blasting you all to whatever Hell ya believe in!”

Eliza turned back to Tarrasque, a desperate look in her eyes that had not been there before. She reminded herself to stay cool and calm in the situation, and chose her words carefully before speaking up again.

“You should believe us because we stand against everything the Empire represents,” she explained. “They conquer, and dominate, and violate whatever land it is they take, without a care for whoever is affected by it. We see them for the absolute evil they are, and want to make sure they can never do such a thing to anyone else again. Including all of you.”

Eliza turned to all of the beasts surrounding them as she continued speaking. “The Avengers don’t just fight for themselves. They fight for anyone who’s been wronged, or oppressed by those they cannot stand against. Because even if they can’t save those people, they will _always_ make sure that they can avenge them.”

Silence permeated the air after that. Eventually, Tarrasque and the other clan leaders relaxed their stances, prompting the Avengers to do so as well.

“Hm… very well,” he responded. “Your intentions may be good… but you have not convinced us just yet. You will need to offer something more if you wish us to join you in your crusade.”

As Eliza started racking her brain, Steve Rogers leaned closer to her. “What’s going on? What did he say?”

Eliza turned back to him. “He’s convinced that our mission is good, but they still don’t want to fight for us just yet. They want an offering from us.”

Sam Wilson scoffed nearby. “What, having their home returned to them isn’t enough?”

“I’m sorry,” Eliza said, looking down slightly, “but I don’t think they’re going to budge on this. They seem too proud to back down on these kinds of things.”

“Well, why not just offer them some dank kush?” Bucky said dryly. “That seems to be the popular thing with kids these days.”

“Come on, Buck,” Steve shook his head, “We’ve got to come up with something here.”

Before they could discuss anything further, Tarrasque’s booming growl redirected all of their attention. “Stop.”

Eliza turned back around and looked up at him. “Uh… yes?”

Tarrasque stared right into her eyes. “Did the man mention… kush?”

Eliza blinked a couple times. “Um… yes. Wait, how did you understand him?”

Tarrasque grinned. “Kush is a universal concept among all of us. It is a great giver of joy, of relief, of pleasure… and it is so very rare to us. And you… you would be able to offer it to us?”

Eliza stuttered nervously, having nary an idea of where this conversation was going. “Well, I-I mean, yes, but-”

“She says they have kush!” one of the other clan leaders shouted.

“They will bring it to us?!” another called.

“We will have kush again! More kush than ever before!”

Soon, the whole cavern was alive with the tittering of the beasts. The Avengers had gone from feeling tense to feeling very, very confused. Looking around, they no longer saw the creatures dangerously still and almost disdainful, but instead energetic and clamoring with what looked to be joy.

“What happened?” Tony asked. “Did you say the secret word?”

“Um,” Eliza said, “apparently all they want from us is kush…”

The beasts began stomping on the ground they were perched and loudly chanted. “Kush! Kush! Kush! Kush! Kush!”

“ENOUGH!” Tarrasque commanded. The beasts of the cavern promptly settled down in the midst of their great rollick, quieting things before he turned back to Eliza.

“Very well, young one. We shall help you in your crusade against the Empire… for 100 pounds of kush!”

Eliza slowly turned back to the Avengers, still unsure that what was occuring was actually happening right in front of her. “Well… the good news is that they’ve agreed to fight with us.”

T’challa nodded. “Very good. What do they demand in return?”

“Uh… 100 pounds of kush.”

T’challa was quiet. So was everyone else.

“...What?”

“She said they want 100 pounds of kush,” Drax said.

“I heard that,” T’challa said, slightly annoyed. “Is there anything special about it?”

“Yeah, is it like some ultra-rare important kush?” Star-Lord asked.

“No, just… regular kush, I guess.”

“Okay…” Steve slowly said, making sure he understood everything properly. “Well… tell them that we’ll get it to them within two weeks if they help us drive off the Empire.”

Eliza turned back to Tarrasque.

“Okay… it’s a deal, then.”

Tarrasque roared triumphantly. “Very well, Avengers! You have made the right choice! Now… let us drive those filthy Imperials off our home!”

…

Captain Garrett observed the data on his computer as he sat in the center of the command tower. Operations were progressing just as smoothly as always, thank the Emperor.

Serving on Mastrowei hadn’t been a very bad deal, all things considered. While the wildlife could certainly be as dangerous as any other planet teeming with fauna, it was nothing they couldn’t handle. Most days were just filled with hunting for food, gathering water, and shipping what they got to the main fleet, so it was far from stressful work here. It was no surprise that several troops in the fleet were asking for transfers here, hoping for an easy time of simple guard duty and rather fun hunts.

So it was a bit surprising when one of his communications officers buzzed in with bad news.

“Captain Garrett,” the officer spoke on the comlink, “One of our hunting teams has gone dark. They aren’t answering any of our transmissions.”

Garrett cocked his eyebrow slightly, but other than that paid it little mind. “Give it a bit, Officer. They may just be in a fuzzy spot of the jungle.”

“Understood, Captain. I’ll… wait,” Unexpectedly, the voice on the comlink became more worried. “Captain, my screen shows that another team’s radio signal has gone offline. That’s two we- wait, three! Three hunting teams have just gone dark within the minute!”

Garrett, now getting increasingly concerned, leaned forward in his chair. “Calm down, Officer. What’s the status of the other teams we have out there?”

“Give me a moment, sir, I’ll check and…”

The voice trailed off. Garrett waited for a moment to see if the Officer would continue, then spoke up again as nervousness started to creep up inside of him.

“Officer? Officer, do you copy?”

Suddenly the Officer’s voice came back, but no longer in anything resembling a calm state. “Sir! They’re coming! There’s tons of them, sir! They’re about to hit us in-”

That was the last thing he heard before blaster fire and explosions overtook the Officer’s voice.

It didn’t take a genius to figure out something very bad was upon them. Before he could switch to one of the security camera screens on his monitor, one of the other Officers in the room spoke up.

“Captain, sir? I think you’d better come see this!”

Garrett got out of his chair without hesitation and strode over to the windows at the front of the command tower. There, he beheld a sight so frightful that he almost wished he hadn’t gotten out of his chair at all. Heck, he was even starting to wish he’d never been assigned to Mastrowei.

A massive hoard of beasts was barreling down upon them from the jungle. Ursadaks, Ragnasaurs, Rhynadons, Scantids - nearly every kind of animal they had hunted on Mastrowei was charging their base in a large, terrifying mass. The guards were quickly mobilizing to take up defensive positions, but some of the unlucky ones were not quick enough and became caught in the wild charge, trampled underhoof by their legion.

The guards began frantically firing just as the Imperial walkers and automatic turrets began activating, but just as some of the beasts began falling, a red wall of force appeared in the center of the mass, absorbing the blasts seemingly without effort. Looking over, Garrett noticed a woman clad in scarlet clothing riding one of the Rhynadons, appearing to be projecting the force field herself if the energy in her hands was anything to go by.

It didn’t take long for him to see that there were several other people on the backs of the creatures as well - people all looking like they hardly belonged to the same group or army, yet clearly ready to clash with the Empire’s forces amidst the chaos. Sure enough, they began shooting from beastback, leaping off and diving into the middle of entire stormtrooper squads, punching and rolling and kicking even in the midst of the battle around them. Just as their TIEs flew in to join the battle, a group of flying animals exited the treeline and started swarming them, led by what looked to be men clad in iron suits and wings.

All at once, the true weight of what was happening hit Garrett like a freight train. “The Avengers…”

One of the other Officers marched to his side. “Captain, reinforcements from the other bases are on their way!” he said. “A few are being heavily attacked as well, but the others are sparing what they can-”

Garrett wheeled on him before he could finish the thought. “What’s the status of our shuttles?”

The Officer took a moment to process what he said, not expecting the question. “Um… they’re standing by, sir. The enemy hasn’t gotten to the hangar just yet.”

“Order everyone in the base into the shuttles,” Garrett commanded, “We are leaving!”

The Officer gave him an odd look. “Sir? The battle’s only just begun. This is a high-priority planet, the Emperor himself ordered us to protect it-”

“Look outside, Officer!” Garrett snapped. “Look at how many there are! Look at who are with them! This battle is already lost!”

“With all due respect, sir, they are simply beasts!” the Officer retorted, clearly annoyed with the Captain’s pre-emptive defeat. “No more threatening than simple Ewoks! We’ve still got hundreds of troops on this planet, we can still win-”

His speech was cut short by a massive crumbling noise. Turning to the back of the tower, all of the Officers watched as a huge chunk in the wall broke and fell away. No sooner had it fallen than a mass of unexpectedly giant insects crawled in, angrily clattering their mandibles together.

In the center of the swarm was a giant ant, being ridden by none other than Scott Lang. A big grin was on his face as Peter Parker and Mantis joined him by his side.

“I don’t think so, boys!” Scott announced. “On the contrary, I think you’re gonna lose…”

With that, he pointed right at the huddled group of terrified Officers just before Peter, Mantis, and the swarm charged. “BUG TIME!”

…

“What about calming things? I’m sure you’ve got at least a few things you find pretty relaxing, right?”

Mater looked down at the floor of his cell a bit while he pondered Dr. Banner’s question. Thankfully, the floor wasn’t exactly unpleasant to look at anymore, what with the new rug that had been added. In the past several days of his imprisonment, days that were usually marked by his sessions with Bruce, the guards had recognized his good behavior and had taken care to spruce up his cell a bit as a result. This had resulted in things like the rug, better bedding, and even proper privacy coverings for his toilet. This had disappointed the guards slightly, as they were curious to find out how a tow truck uses a toilet, but they respected his privacy nonetheless.

The rehabilitation sessions were going equally good too. Mater had felt a lot of his regret and self-hatred slipping away as of recent, thanks to Banner’s help and his genuine want to get better. He definitely wasn’t close to being done yet, but it at least felt reassuring to know that the progress was real.

Speaking of which, he spoke up in response to Banner’s question. “Well, yeah, sure; I got plenty ‘a calming memories.”

Bruce nodded. “Any of them come to mind?”

Mater paused before speaking again. “Well, I’m assumin’ y’ don’t want me thinkin’ any a’ the ones involvin’ Lightnin’ for this.”

Bruce gave a sad smile and shook his head. “None of those, I’m afraid.”

Mater pondered for a bit more. Finally, he arrived at an answer.

“Well… there was one time ‘s a kid, when m’ daddy took me out into the tractor fields at night, and we found a spot to just lie down ‘n look at th’ stars together.”

Bruce cocked his head slightly. “You and your dad looked at the stars together?”

Mater nodded. “Yep. He told me how to recognize each and every star. Th’ North Star, Sirius, Alpha C’nturi… heck, I can still do it to this day!”

Bruce smiled. “And thinking about them always takes you back to that memory?”

The corners of Mater’s mouth shifted slightly, almost resembling a smile without being quite there. “Yeah. M’ daddy was always real nice t’ me. Lookin’ at the stars just brings me back t’ simpler times, y’know?”

Bruce nodded. “I think I do know, Mater. So I’d like to propose this: every time you feel your anger or aggression start to flare up again, just think of the stars. Try to remember all of the ones your dad told you about, in any order you wish. Then, once you’ve gone through them all, name them all again. Concentrate only on that until you feel better. That sound good?”

At last, Mater finally allowed himself to smile as he nodded. “Yeah, I think I know what yer’ gettin’ at. I can do that, Dr. Banner. I can do that.”

“Excellent.” With that, Bruce stood up from his seat and closed his notebook, slipping his pen into his pocket. “Well, that’s all the time we have for today, Mater. For the record, I think you’ve been doing a great job so far.”

Mater gave a breath of relief. “Thank yeh kindly, Doctor. I’m gon’ make sure I keep makin’ progress.”

Bruce smiled. “I know you will.”

With that, he turned and walked out of the cell, striding down the corridor back to his office.

Mater sat back down on his cot and ran Dr. Banner’s words through his head several times more. Think of the stars… name all of them in your head, and keep doing it until you feel better… sounded easy enough.

However, at that moment his thoughts were broken as all the lights in the corridor suddenly went out. Before he knew it, his cell and the room around it was shrouded in blackness.

The room was filled with silence until Mater found it in himself to speak up. “...Uh… guys? What’s goin’ on? Generator bust or somethin’?”

No response from either of the guards beyond his cell. “Guys? Hello?”

Suddenly, he realized that the guards were no longer there. They had seemingly disappeared without a trace, as if by magic. Mater was getting more and more worried by the second.

“Hello? Is anyone out there?”

No answer came.

For a while, he could do nothing but sit and worry. _It’ll be fine_ , he told himself. _Something screwy just happened with the lighting, and they’re probably getting to fixing it right now. Just do what Banner said. Think of the stars…_

He started thinking, and was surprised by just how much he remembered. There were still a few he had to think hard about, of course, but for the most part it all came back pretty naturally to him. He started feeling more confident with that, as well as upon realizing that it was having just the calming effect Dr. Banner had been hoping for.

Halfway through remembering, however, he noticed something moving in the dark beyond his cell. Turning to look, he still couldn’t make out much in the dark… save for one, or rather two, things.

A pair of yellow eyes, staring directly at him.

…

The hotel room was dark, as was expected considering that it was nighttime. The rest of team RWBY had already fallen asleep, getting their shut-eye pretty quickly after the long day’s work. Only Weiss was still awake, who was pulling out her Scroll and squinting her eyes at the sudden bright light in the darkness of the room. She made sure to keep it pointed only towards her as to not wake any of her teammates suddenly.

Opening the texting function, she went over to her contacts and then selected Peter Parker. Hopefully it was still daytime on whatever world the Avengers were currently on.

With that, she began typing. _Are you there?_

A minute or two passed before a response came. _Hey, I’m here. What’s up?_

Weiss continued texting, glad that it hadn’t taken too long for him to give a sign he was there. _Did the Mastrowei attack go well?_

_Oh, it totally did! There was this girl who could talk to animals, and she managed to convince all of them to rise up against the Empire with us - it was insane! Scott was actually able to talk with some of the bugs there as well, I don’t think any of us expected that. You should’ve seen how giddy he was when riding one of them. I think his catchphrase needs a bit of work, though._

Weiss smiled. _Let me guess: it was “Bug time”._

There was a pause before Peter began texting again. _...How did you know?_

_He asked me and the others for feedback on it before we left. Personally I blame Ruby._

_Ah_ , came the reply. _Well, hopefully he’s not too attached to it yet._

Weiss gave a silent chuckle before her face darkened. _Getting serious for a moment, we’ve got something big ahead of us. Qrow says that Palpatine’s requested to see us specifically._

From how long it took Peter to respond, Weiss could tell she had accidentally freaked out the poor guy a little.

_Wait, really?! The Emperor himself wants to see you all?!_

_We’ll be fine, don’t worry_ , Weiss responded. _Though I’d be lying if I said I wasn’t nervous myself._

_Do you even know why he wants to see you?_

_Nope. Qrow said he didn’t even give a reason._

_Huh… well, I hope nothing goes wrong._

_Right. We’re still bringing our weapons just in case._

For a moment, no other messages followed. Still wanting to talk with him more, Weiss decided to take the initiative.

_Well, what about you? Anything else been happening with you lately?_

No reply came for a moment, and Weiss couldn’t help but feel foolish with herself. Of course there wasn’t - they were actually out there _fighting_ this war. What else would be on his mind?

That is, until the reply came.

_Well, to be honest… I’ve been a bit nervous about something else recently. I’m not sure if anyone else has been thinking about it, but I can’t be the only one._

Weiss tilted her head curiously. _What is it?_

There was a longer pause after that, indicating the length of the message. Again, Weiss could practically hear Peter rapidly typing on his phone lightyears away.

_Well, I’m kind of a central part of the prophecy Palpatine found, right? “Masked hero of spiders” and all that. And everyone else has already figured that the “ice queen” is Queen Elsa, and Palpatine definitely knows it too. I mean, it’s not exactly the most subtle prophecy out there._

The next part of his message suddenly hit Weiss a lot harder than she had been anticipating. _So… why hasn’t he done anything with her or her kingdom yet? He already tried to have Mr. Stark killed, so you’d think we’d have heard about something going on with Elsa if he did something like that in her land._

Weiss pondered this for a moment. It was an excellent point, one that was too excellent to ignore. If Palpatine fully intended to fulfill the prophecy, he would have to make a move on Elsa’s kingdom eventually, through whatever means he chose to do so. The fact that he hadn’t made any sort of visible action on that front was worrying. The longer he delayed unfolding that part of the plan, the less visible his plans became, which made his threat that much more palpable.

Huh, it just struck me that the word “palpable” kinda looks like “Palpatine”, doesn’t it? Pretty cool.

Anyway, Weiss began texting him back. _Whatever it is he’s planning to do, we’ll deal with it. We all promised a while back to do whatever it takes to stop him, and we’ll follow through with it no matter how things change._

She waited for his response, hoping what she said was enough. Finally, it came.

_Yeah… you’re right. I just wish I knew how to prepare for it. Feels more nerve-wracking when I don’t even know what’s coming._

Weiss smiled as she responded. _Hey, you’re not just the neighborhood Spider-man anymore, right? If you ask me, there’s nothing the Amazing Spider-man can’t handle._

She let herself snicker a little upon seeing his response. _Aw man, I uh, I don’t know what to say. Well, I guess “thank you” is a good thing to say, actually. Though really I kinda needed that, and you and the others have done a lot to help us already, and well_

The message seemed to stop abruptly before Peter quickly added another one. _Sorry, I accidentally hit the send button when I tried to delete it. You can just forget that message. Really, you can._

Weiss shook her head as she texted back. _It’s fine, really. I get you._

Another pause on the response. _Well… thanks._

Weiss suddenly became aware of Ruby’s snoring, reminding her of how tired she was herself. _I’d better get to sleep. Got quite the big day tomorrow._

_Right, of course_ , came Peter’s response. _Good luck, Weiss._

She texted one final message before turning her Scroll off for the night. _You too, Spider-man. Stay safe out there._

**Notes for the Chapter:**

> I may or may not end up releasing the next chapter a day early next time - this one was honestly the chapter I enjoyed working on the least, so I'd like to... make it up to you, I guess? I mean, if you still loved it, don't let me stop you.


	10. Yang Says the N Word

The Imperial shuttle was a fairly mixed bag when it came to transports. It wasn’t like team RWBY had much of a choice in the matter, given their destination and who had requested them, and military transports weren’t exactly designed for comfort given their nature anyway, but the trip to the Emperor’s main base of operations in the Milky Way was not going to be remembered as fondly as the airships of Vale or Atlas’ train networks.

The shuttle had a fair amount of perks to it, sure. The interior was roomy and clean, it was brightly lit, and there was even a rack for the girls to settle their weapons on; though they didn’t use it, electing to instead keep their gear as close as possible. Weiss probably came the closest to liking it, as the sleek design felt reminiscent of the Atlassian technology she had grown up around.

On the other hand, circumstances forced them to share the passenger hold with two stormtroopers who smelled like it had been a week since they had last taken a bath. And the shuttle was out of peanuts and Dr. Pepper, which severely disappointed all of the young huntresses. And the Imperial Officer with them was clearly taking “Biz Caz Friday” way too liberally, given the sweatshirt patterned with hentai faces he was wearing. And the only in-flight movie was Bio-Dome with Pauly Shore. And oh yeah, some space debris hit one of the engines, and they went into a tailspin and crashed into a meteor in a giant fireball and everybody **died!**

...Okay, maybe it wasn’t _that_ bad. At least Bio-Dome had that one scene with Tenacious D.

Anyway, they eventually reached the space station, punctuated by the regular rumbling of the shuttle parking in the hangar. The two stormtroopers and the Officer stood up, prompting team RWBY to do so as well. It didn’t take long before the exit ramp opened from the back and lowered down. With nowhere else to go, and the Imperial troops clearly looking at them expectantly, the huntresses strode down into the hangar.

Upon exiting and turning for the entrance to the rest of the base, they saw none other than Qrow leaning beside the doorway. His face lit up slightly when he saw them, but his expression still made it clear that he was just as nervous about them being here as they were.

“Hello, girls,” Qrow greeted them. “Sorry it’s been so long, but you know how work is.”

Ruby and Yang smiled a little upon seeing their uncle again. “Hey Qrow,” Ruby said as they walked over to him. “I assume Palpatine still hasn’t said why we’re here?”

Qrow shook his head. “Sorry, everyone. I guess the Emperor really likes his secrets.”

“Well, at the very least we’re all together,” Blake said, she and the others stopping near him. “That’ll increase our chances if things go south.”

“Let’s hope it doesn’t come to that,” Weiss interjected. “There are probably enough soldiers in this base alone to re-conquer Vale twice over.”

“Keep it moving,” the Imperial Officer sharply said, he and the stormtroopers clearly not pleased with the lull in movement.

Qrow shot him a dirty look, one that lasted extra long thanks to the hentai sweatshirt. He then turned back to the team before heading through the door. “Guess we’d better not keep him waiting, then.”

With that, the team and soldiers followed him through. Yang simply muttered, “Sure wish I knew where my gauntlet was…”

The walk through the base was lengthy, but showed off just how right Weiss was about the Empire’s manpower. Often they passed by doors that just lead to more seemingly endless corridors, but would sometimes walk by a larger one leading to a sizable barracks, or another ship hangar. The base even had motor pools filled with walkers and other nasty-looking mobile weapon platforms on them. Each of the huntresses had their own guess as to how many troops were in the space station, and all of them were lower than the probable reality. One thing was for sure: the Empire was not messing around in their operations here.

After passing by what seemed like the umpteenth barracks, Yang walked a bit closer to her sister. “It’s no wonder the Four Kingdoms surrendered so quickly,” she softly said. “There’s no way they could battle the Grimm _and_ Palpatine’s forces at the same time.”

Ruby nodded. “And this is just their main base, too… I don’t wanna think about how many they’ve got on their Star Destroyers.”

Yang looked down for a moment, then looked back up with a slight grin on her face, hoping to defuse some of the tension. “Well hey, one of them was destroyed at the Nuitov attack. That also means the Empire’s been set back by that much.”

Ruby tried to give a smile of her own, but her heart was obviously not into it. “I guess… but how many of them do they have out there?”

The brief optimism on Yang’s face slipped away, the reality that Ruby pointed out becoming clear. Looking over, she saw the hentai Officer giving her a disdainful look, obviously not pleased with what they were talking about.

She leaned in closer to Ruby before speaking again, making sure her voice was down to a whisper. “If the Empire comes for Earth like Cap was afraid they would… do you think they’ll be able to stop ‘em?”

Ruby pondered the question for several steps more until she gave her answer, whispering just as softly. “I don’t know. Even with SHIELD and the Avengers… I don’t know.”

Yang slowed her pace until she was at her previous position. She tried to ignore the sinking feeling in her chest right where her heart was, but she couldn’t deny that it was there all the same. Both the girls and Qrow had previously thought that there was no bigger threat they’d have to face than Salem and the Grimm, but that was clearly no longer true. That alone made being in Palpatine’s main base that much more unsettling.

The rest of the journey was made in silence, until they got to the room just outside of Palpatine’s main chamber. Upon arriving there, two particularly well-armored troopers guarding the doorway stepped forward.

“Your weapons,” one of them said, “place them over there.” He pointed to a desk in front of an empty weapons rack that an Officer was stationed at.

Ruby opened her mouth to say something in protest, but Qrow sharply cut his hand through the air before she got the chance. “Sorry, girls,” he said, “I don’t think we have a choice here.”

Remembering all the soldiers and weapons they had seen on the way, it didn’t take long to realize he was right. The huntresses simply shared a nervous look among each other before silently walking over and handing the Officer their weapons. He took them in an orderly fashion and placed them on the rack, locking the glass casing on it.

“Very good,” the other heavy trooper said. “Head on in.”

With that, Qrow and team RWBY headed into Palpatine’s chamber, their escort following closely behind.

The large, dark room was exactly as Qrow remembered it. Palpatine still sat in his chair facing the outlook into space at the back, making Qrow wonder if he ever went anywhere else. Their footsteps were the only sound reverberating through the room, yet the Emperor did not seem to acknowledge their presence. The guards ordered them to stop once they were in the center of the room, which they did exactly on cue. Only then did Palpatine turn in his chair to face them.

He grinned a sickly smile upon recognizing the huntresses. “Ah, team RWBY,” he greeted them. “I take it your hunts have been going well.”

“Yeah, no thanks to you,” Yang said defiantly. The others gave her a nervous glance before looking back at Palpatine, worried about setting off the man who now had them in a situation where none of their treasured weapons were on them.

Thankfully, he did not seem to take much offense. “Not pleased with our contribution to your home’s safety and security, then?” he chuckled.

With that, Blake couldn’t stop herself from stepping forward with her own words of defiance. “This isn’t contribution. It’s occupation, and you know it. The huntsmen and huntresses have been doing more to keep everyone safe during all this than you ever were.”

Palpatine gazed down at her. The room was entirely silent once again. For a terrifying moment, the five of them wondered if Blake had pushed things too far. Now that they looked around, there were other guards in this room than just the ones who had come in with them… there were a lot of blasters that could suddenly be turned on them with just a single word from Palpatine.

Then, all of a sudden, he did the unexpected: he laughed.

He let out a horrible, wicked laugh that filled the room, sticking in the minds of everyone within it. It was a laugh that, rather than relieving the team, only made them feel more dread. If the Emperor found reason to laugh in this situation, what did he know that they didn’t?

At last, his terrible laughter died down, and he began to speak again after taking a breath. “Oh, young Blake… so experienced beyond your age, yet still so unaware of how true power can dwarf any weapon.”

Blake looked around her, trying not to let her nervousness show. “What are you talking about?”

“Come now,” Palpatine began, “haven’t you all heard yourselves of the decrease in Grimm attacks?”

“Don’t try to weave it into some bullshit about your troops,” Weiss retorted, “they’ve done barely anything to keep them away.”

Palpatine grinned directly at her. “But of course. The Grimm are mindless beasts, driven by pure hunger and hate. It would take a lot more to truly frighten them off than any soldier clad in armor.”

“So?” Ruby asked. “What’s your point?”

“That it takes far more than a blaster to keep aimless destruction at bay,” Palpatine explained. “This is what they don’t teach you at your high-and-mighty academies - that to truly stave off violence, one must control violence.”

“Control…?” Yang asked. “You don’t mean…?”

Palpatine chuckled again, clearly enjoying what was unfolding in front of him. “I’ve been looking forward to this part, team RWBY… and I believe my new ally has, too.”

Ruby’s eyes went wide as the realization hit her like a rifle shot to the chest. “No,” she breathed. “It can’t be…”

His smile growing even wider, he turned to the doorway to his right. “Would you kindly join us, Lord Salem?”

The door opened, at first revealing nothing but darkness within. Then, faint footsteps sounded, prompting the girls and Qrow to tense up on instinct. It hit them even harder how completely naked they felt without their weapons, knowing that now they would be at the full mercy of the demonic woman who had caused endless destruction and suffering all throughout Remnant. At long last, they were facing the creature who had been their arch-enemy in the whims of fate… and it was at the worst possible time, in the worst possible position.

They listened to the footsteps drawing closer, bracing themselves for the dreadful sight of the pale-skinned, black-eyed woman with bottomless malice in her gaze…

...And instead saw a small black cat with a pair of yellow eyes trot out from the darkness.

They stared with stunned silence, wondering if perhaps Salem was behind the cat somewhere and why she would even own a non-Grimm pet to begin with. But as the cat leapt onto the armrest of Palpatine’s chair and simply looked at them, no Salem followed, and the huntresses’ confusion only deepened.

That same confusion grew even bigger when the cat opened its mouth and began speaking.

“Well well well,” he purred, “team RWBY at long last. Not quite the circumstances I imagined meeting you in, but I’ll take it nonetheless.”

At first, no one said anything. They simply stared at the cat longer, wondering when Palpatine would laugh and say “Fooled you!” But no such admitting of a prank came. Finally, when the quiet had reached its peak, Ruby was the first to talk.

“Uh… this isn’t a joke, is it?”

The cat laughed. “Let me guess,” he mewed, “you were expecting a tall, albino woman who looked like a hybrid between a human and a Grimm?”

Weiss blinked. “Well… yes.”

The cat laid down on the armrest, clearly enjoying himself. “It’s all in appearances, isn’t it?” he asked. “When running an army, intimidation is a key factor; both in dealing with enemies _and_ your own troops. Tell me: would any of _you_ followed in fear if your orders came from a small black cat?”

When none of them said anything, he continued. “The Grimm may be united as a species, but they would still only bow to a leader who commands respect. And that disguise gave me just the respect I needed.”

Ruby leaned over to Qrow. “Did you know anything about this, Qrow?”

He looked to her, clearly just as puzzled as she was. “I’m pretty sure I would have told you if I found out a _cat_ was leading the Grimm.”

“It worked perfectly, didn't it?” Salem chuckled. “Everyone feared my name, all thanks to a simple illusion spell. But now that I have allied with the most powerful military force in the galaxy, I have no need for such a trick anymore. They will fear me no matter how I look.”

Palpatine’s smile could not be wider by this point. He moved his hand over to stroke Salem’s fur before a paw smacked it away, along with a displeased look from the cat. Palpatine looked disappointed for a moment before he tried to regain his composure.

Before either of them could say anything else, a question popped up in Qrow’s head. “Wait, I don’t understand,” he began. “The deal we made was that you’d help keep the girls safe from Salem’s forces if I killed Lightning McQueen. Why tell us all this when you know we’ve sworn to destroy her- er, him?”

Palpatine tented his hands and leaned back in his chair. “It is simple,” he explained. “We wanted to see your shock from learning the secret ourselves. It would be the only chance you get, anyway… considering you will never see Remnant again.”

Suddenly, every stormtrooper in the room turned their blasters on team RWBY and Qrow.

They backed up in shock, huddled together in the center of the target zone like fish in a barrel. A few of them instinctively went for where their weapons would’ve been, briefly forgetting that they had already handed them over to the man in the other room. Caught with their pants down without a single weapon on them… it was every huntresses’ worst nightmare come to life.

Blake looked around in panic as she held her hands up. “What’s happening?”

“You will be sent to the spice mines of Kessel, far away,” Palpatine explained. “Working for the rest of your lives in back-breaking labor. A fitting punishment…” he lingered on that last word before continuing, “...for those who have aided against us with the Avengers.”

They all looked at him with shock. “What are you talking about?” Weiss asked.

Palpatine chuckled. “How quaint that you should be the one to ask, Weiss Schnee. Disappointed that you’ll never get to see Peter Parker again?”

Weiss felt her stomach drop 30 stories in an instant, realizing what he meant. Her eyes widened so much that it hurt, though not enough to distract her from the horror of what she and the others were in.

“You… tapped my Scroll?” she said, running her mind through any possible way she could think of thow Palpatine evaded the high-level security measures installed. “How?”

Palpatine gave her a dude-ur-so-retarted look. “I hath telekinesis.”

Yang growled. “Dammit… we won’t let you get away with this!”

“Oh, you poor, foolish children,” Salem chuckled, “I believe we already have.”

The team looked around them in sheer dread. It was all over for them - their struggle against Salem, the hunt to find the relics, their mission to stop the Empire; all on account of a few simple text messages. It was a terrible way to go, and a frustratingly anticlimactic one as well. No way out, and not a single weapon of theirs on hand. It was truly the end.

That is, until the Milano burst through the side of the room.

The sudden explosion threw everyone to the ground. Team RWBY and Qrow struggled to pick themselves up and turn to where the large burst of chaos had come from, looking up just in time to see Gamora and Drax leaping through the air and decapitating the stormtroopers that had been closest to them. The rest of the Guardians exited the ship’s ramp in short order, and none of them even missed a single beat as they immediately started picking off the other troopers in the room.

Before joining the others in the heated pitch of battle, Peter Quill turned to the huntresses, hovering mid-air with his rocket boots. “Party’s here,” he said, “Let’s get rockin’!”

Palpatine stood up, the look of victory on his face replaced by one of fury. “Rebel scum!” he shouted. “Guards! Bring everything you have!”

Just as Groot had impaled the final stormtrooper in the chest, more started pouring in from the doors in the room. The Guardians immediately took up defensive positions, shooting and cutting down any troopers within killing range while desperately dodging blaster fire and explosions. In the midst of it, team RWBY and Qrow quickly ducked behind a nearby hunk of debris, seeing how defenseless they were in this situation.

Upon seeing them, Rocket pulled out the very object that had been evading Yang’s search the past couple weeks. “Hey, blondie!” he yelled, holding up Ember Celica. “Catch!”

Yang watched as he tossed it into the air, and immediately sprang into action. She leapt into the air out from behind cover, time seeming to slow down as she reached her arm and aimed it right at the gauntlet’s socket. Her arm slid through it just as she remembered with a satisfying click, and gracefully landed back on the ground right next to a nearby stormtrooper. Just like she had done a million times, she pulled her arm back and threw it right at her target, Ember Celica discharging its shot as soon as it made contact with the poor trooper. He flew back with a yelp as his chest was blown to smithereens.

Yang held up her arm and admired the gauntlet with a smile on her face. “Well hello again, baby,” she cooed. “Didja miss me?” Suddenly, her smile dropped and she stared daggers right at Rocket. “Wait, why did _you_ have it-?!”

“Our weapons are still in the other room!” Blake yelled before Yang could properly lay into him.

Gamora spun around in their direction, slicing the head clean off a stormtrooper in the process. “Got it!” she yelled. “Groot!”

“I am Groot!” the tree-man announced, charging off through the exit right after slamming his extended arm into another group of guards. Rocket and Peter covered his retreat, firing rapidly into the troopers trying to take advantage of his exposed back.

The security guard behind the desk noticed as soon as Groot entered the room. Witnessing a tree-person walk in from seemingly nowhere, every possible response the guard had was shut down as he didn’t know how to react. Groot simply walked up to the desk, barely giving any regard to the shock on the man’s face.

“I am Groot,” he said.

At last, the guard’s mind snapped into action. He quickly reached down beneath the desk and grabbed his blaster, fumbling only a second before he pulled it out and shot it right into Groot’s chest.

To his horror, it had barely any effect. Groot simply looked down, looked back at the guard, and then reached out and pulled him closer with terrifying force, eliciting a yelp from the man.

“I… am… Groot,” he growled.

The guard quickly dropped his blaster and put his hands up. “Okay, okay,” he stammered, “let’s talk about this.”

Meanwhile, the Guardians continued fighting valiantly, quickly whittling down another group of stormtroopers. Despite how well they were fighting, it was no secret that there would be no end to it anytime soon. They would be overwhelmed all the same if they stuck around too long.

“Peter, start charging up the hyperdrive!” Gamora shouted, pulling her sword out of yet another trooper. “As soon as Groot comes back, we need to leave!”

Peter threw a gravity mine towards a group of soldiers, tethering them together before he turned to her. “Yeah, I got it!” With that, he shot an arc of electricity towards the group and began making for the Milano while the troopers jittered violently from the shock.

“Enough!” Palpatine shouted, prompting the Guardians to stop what they were doing and look to him. He stood up from his chair, nearly everyone sensing the dangerous amount of energy radiating from the palms of his hands.

“Your interference ends here,” he growled. “It will be satisfying to rip you apart after how much of a thorn in my side you have-”

Suddenly, his thoughts were cut off as he felt a hand reach onto his head from behind.

“Sleep,” Mantis softly said.

In an instant, Palpatine fell to the floor, adopting the fetal position in his now-unconscious state. Mantis stood behind him as the others admired her work.

“Now is our chance to take him down,” Drax said, starting to slowly move towards the fallen emperor with malicious intent. “If we kill him now, we can end this war before it-”

“Look out!” Mantis yelled.

A blaster bolt hit Drax in the shoulder from the side just as a new wave of stormtroopers exited the doors. He yelled in pain and stumbled to his knee, only to wheel right around and charge at the trooper who had made the mistake of incurring the Destroyer’s wrath. He leapt upon him and stabbed right through his armor, then knocking his nearby comrade’s blaster out of his arms before he had the chance to fire. As Peter headed back into the Milano’s cockpit, Rocket, Gamora, and Yang continued clashing and shooting. It was becoming increasingly clear that they needed to get out of dodge soon - the armaments of the stormtroopers were becoming increasingly heavier and more destructive.

As the chaos ensued, Groot re-entered the room, carrying the massive arsenal of Qrow and team RWBY in his stretched arms. With a yell of “I am Groot!”, he tossed them out in a big bundle, the huntresses managing to catch them before they could impact on the solid ground. Weiss managed to catch Myrtenaster directly by its handle, gracefully spinning around and stabbing a nearby stormtrooper directly through the chest in a bedazzling dance of death.

Qrow cleaved his massive scythe right through one of the shock troopers just before turning to Gamora. “We’re all armed!” he shouted. “Does Star-Lord have the ship ready yet?!”

“He’d better!” she shouted back, narrowly avoiding a deadly blaster shot. “It’s time to go!”

“No!” Drax responded. “We need to destroy the Emperor! We may not get a better chance-”

“You’re wounded, Drax!” Mantis yelled, fear deep in her voice. “We need to leave!”

Looking to Mantis, Drax contemplated their situation for a second before agreeing. He lead the charge back to the Milano, roaring and cutting down any troopers who tried getting in his way.

The others followed closely behind, with Ruby and Blake laying down cover fire as everyone else bolted onto the Milano’s ramp as fast as their legs could carry them. Finally, Ruby grabbed Blake and rose-dashed them both into the ship. Though they were all safely inside, that didn’t stop the troopers from still firing into the hull. Tremors echoed throughout the Milano with each blaster burst.

“What’s the hyperdrive status, Peter?” Gamora said as she and the other Guardians made it into the cabin.

“Almost there- wait! Got it!” Peter said. With that, he pulled back the throttle and engaged the reverse thrusters, pulling the ship out of the forcefield-sealed breaching hole that their entrance had created. In no time at all he turned the ship around and began accelerating away.

“Everyone, you’d better hold onto something!” Peter yelled, seeing TIE fighters already being scrambled from the space station’s hangars. “Activating hyperdrive in 3-”

“For god’s sake, Quill, get us the hell out of here!” Rocket yelled insistently.

“Alright, now!” Peter said, immediately activating the hyperdrive.

With that, the remaining troopers in Palpatine’s chamber could do nothing but watch as the Milano jumped away.

Salem slowly crept out from behind Palpatine’s chair, watching team RWBY and the Guardians escape him. Looking back down, he saw Palpatine still asleep, now sucking his thumb in his deep slumber.

“Hey… wake up,” he meowed. “Come on, wakey wakey.”

When he wouldn’t awaken on his command, Salem rolled his eyes. Tired of waiting, he charged up a small bolt of electricity in his claw and pressed it to Palpatine’s side. “I said WAKE!”

The Emperor’s eyes shot wide open as the sudden shock jolted him awake. He yelped in pain before rapidly turning around, seeing his stormtroopers looking on defeated and the Guardians and team RWBY nowhere to be found.

“I swear, you’re worse than Sabrina,” Salem groaned.

Palpatine slowly picked himself back up. “So… they got away.”

“Indeed they did…” Salem confirmed. “Just as planned.”

Palpatine turned to the force-fielded hole the Milano left, and found himself grinning once again, just as maliciously as before. “Excellent. They have no idea that they are only furthering our own plans with their actions… I must confess I am amused.” He turned down to Salem. “I expect that your own mission went as planned?”

Salem nodded with a grin of his own. “It most certainly did.”

“Perfect,” Palpatine responded, turning back to the hole. “Let us see how they deal with their new situation. After all, there are few threats in the galaxy as insidious as a parasite.”

…

The Milano cruised through space without much trouble as the passengers and crew recuperated after the intense battle. While Drax was letting Mantis tend to his wound in the medbay area, the other Guardians continued piloting the ship in the cabin as Qrow and Yang grilled them for info.

“You know, it’s not always that a rescue party shows up at a super-convenient time like that,” Qrow said. “How did you even know what was happening?”

“Well, the Spider-kid told us about what Ms. White had texted him,” Rocket explained, “and we kinda figured that something would probably go wrong. I sure hope you’ve got a generous plan on how to thank us, by the by.”

“Yeah, for real,” Peter chimed in, “getting past those sensors was not easy.”

“Yeah, hold up for a moment,” Yang said, stepping in. “I wanna know how you snatched my gauntlet from me, and more importantly why you thought it was a good idea.”

“Hey now, look on the bright side,” Rocket offered. “That thing saved my life, and gave me one hell of a good time, too! Honestly, I’m doin’ you a _favor_ by just giving it back to you.”

Yang looked at him angrily and cracked her knuckles. “You know, you’re _really_ playing with fire if you think messing with my stuff is a good idea.”

“Hey, don’t blame me,” Rocket retorted. “Quill’s the one who took it.”

As she turned her scornful gaze to Peter, he turned to her and tried to brush it off. “Hey, come on now. I just figured if you didn’t know, you wouldn’t mind.”

“I keep that weapon on me all the time,” Yang said, “how would I NOT know?”

Peter shrugged. “You’ve got two of ‘em, right?”

This time it was Qrow’s turn to step forward with a furious look on his face. “The next time you take something that belongs to my niece, you’ll be answering to _me_ , got it?”

Peter and Rocket both chuckled. “Ooooh, I’m so scared,” Peter mocked, “the moody guy’s gonna stab me with his totally-not-compensating sword if I make him angry.”

“It’s a _scythe_ ,” Qrow growled, “and who are you to talk? Your girlfriend over there uses a sword herself.”

Gamora suddenly turned around with a look on her face, but was interrupted by Peter before she could retort back. “Hey, _her_ sword is awesome. Yours is just… showy.”

“Oh, you are so full of it,” Qrow facepalmed with annoyance.

While Gamora simply turned around and left the four to their ego-measuring contest, Ruby and Blake were in the back of the ship, trying their best to comfort at guilt-ridden Weiss. It was harder than either of them thought - she was a prideful girl, but it turned out she still could really get hard on herself when convinced she had screwed something important up.

“Weiss, what happened wasn’t your fault,” Ruby offered, hoping against hope she could cheer her teammate up.

“Ruby, _I’m_ the one who sent those texts,” Weiss said. “ _I’m_ the reason the Empire knows we were working with the Avengers.”

“There was no way you could’ve known he tapped them,” Blake tried. “You didn’t have a reason to suspect-”

“We were _undercover_ ,” Weiss snapped. “It was up to us to hide our tracks no matter what it took. Any hole we left was a guarantee that things would go wrong, and they did. If the whole galaxy falls to the Empire, _I’m_ to blame for it.”

Ruby and Blake looked at each other, at a loss for words. Neither of them knew how to respond to that, nor did they know if they even should.

Ruby reached for her shoulder. “Weiss, we’re here for-”

“Ruby, please,” Weiss said, rejecting the gesture. “I appreciate what you two are trying, I really do. But for now… I just want to be alone.”

Defeated, the two distraught huntresses saw there was nothing more they could do. Quietly, they walked back to the other parts of the ship, looking for a spot to wait out the rest of the trip back home.

Weiss felt like she was being torn apart. She wanted to believe those two, she really did - but how could she go any easier on herself when she knew what the consequences would be? All her life she’d trained to be the best huntress possible, to always fight like everything good in the world was cradled in her grasp… was it going to fall to these mistakes, after all this time? She made herself regret every decision she’d made to talk to Peter Parker while the team was in Remnant, and she knew how much of a mistake it had been… but still, a part of her didn’t entirely regret it.

That same part could not deny why; that she was developing feelings for the kind, thoughtful Spider-man.

…

Bruce Banner tore through the prison facility as fast as possible. Thankfully, it looked like none of the other prisoners had been harmed, but that was more than what could be said for the guards. He had to move quickly before anyone else got hurt - especially considering he might be the only one who could resolve the situation peacefully.

He had no idea how it happened - all he knew was that suddenly, Mater was out of his cell, and was raving on the intercom about how if Bruce didn’t let him go, he would pump the entire building full of toxic smog from disrupting the building’s generator system. It was a puzzling situation, but at the moment he didn’t need to know how he had escaped his cell, how he got access to the control room, or how he figured out the right sequence of buttons to press to enact his dastardly plan. All he needed to do was figure out how to prevent the bad situation from getting even worse.

“Come on, Banner!” Mater shouted through the loudspeakers again. “I know y’all can hear me! Y’d better git me the key an’ the ride outta here pronto, or it’s gon’ get a lot harder t’ breathe!”

Bruce couldn’t help but feel betrayed. He thought Mater was making real progress - actual, palpable improvement. Now he was loose, and seemed even more cuckoo than when he had first come in. Had he screwed everything up somehow? Was this his fault?

No time to think about that. Just make it to the control room.

Finally after running for what felt like way too long, Bruce burst into the room, finding the guards knocked out on the floor and the security captain in a tight stranglehold with his neck in Mater’s tow cable. Mater had been staring at the security cameras intensely, but wheeled around as soon as he heard Bruce step in.

“Well well well,” he began, “glad you could join us, Dr. Banner.”

“Mater, please,” Bruce said, holding up his hands, “I don’t know what’s gotten into you, but I need you to calm down.”

“ _Don’t start with me, Banner!_ ” Mater shouted. “I ain’t fallin’ for yer tricks anymore!”

“Mater, I just want to help you-”

“Help?!” There was a wild, unsettling look in Mater’s eyes as he shouted, but Bruce couldn’t pin exactly what it was. “You ain’t tryin’ t’ help me! Y’all are jus’ plannin’ to keep me locked up in ‘ere for the rest o’ my days, like a caged animal!”

“Please, none of us want that for you-” Bruce tried explaining before Mater cut him off again.

“Well, I ain’t havin’ none of it!” His tow cable’s hold on the guard captain seemed to tighten, his gasps of air becoming more desperate. “I swore that, come Hell or high water, I’d avenge my sweet bolt…”

“Mater, stop this,” Bruce said, slowly approaching the mad tow truck.

“And yeh’d best believe it,” Mater continued.

“Mater-”

“‘CAUSE HELL’S A-COMIN’!”

“Think of the stars, Mater!” Bruce shouted.

For a moment, the animalistic look in Mater’s eyes seemed to dissipate, and both his composure and his grip on the security captain relaxed. The captain fell to the floor, desperate for breath, while Mater looked shell-shocked at Dr. Banner. “What…?”

“The stars, Mater,” Bruce said, “Think about them. Name all of the ones you can remember.”

Mater’s gaze became more introspective. He started thinking about the stars his daddy told him about - Sirius, Rigel, Acturus…

“That’s it,” Bruce said, continuing to approach him cautiously, “Just think of the stars.”

For a moment, Mater seemed to be regaining control of himself… until the look in his eyes returned, and his teeth went gritted again. “NO!!!”

He suddenly lunged forward, slamming right into Bruce and knocking him on the floor with a painful grunt. His glasses were knocked away and clattered on the floor as the rest of his body went limp.

Mater wheeled right on the guard captain. “YOU!” he yelled. “Git me a ride outta here! I wanna be far away from this place in a half-hour, tops! Got it?!”

The captain stared at him, panic rendering him paralyzed. The way his eyes looked… why did they seem almost snake-like?

“DO IT!” Mater said, hovering his crane hook over the button that would release the gas into the building. “Or I’ll kill ev’one! I swear-”

Suddenly, Mater felt a giant, powerful hand grab the length of his crane.

**“I said…”**

Without warning, the hand tossed him backwards, hurtling the tow truck through the air and out the door until he skidded across the ground.

**“STOP!”**

Getting back up, Mater beheld a terrifying sight. Bruce Banner was no longer in the room, and other than the guard captain, the only conscious person left in it was a large, green giant with only a pair of purple shorts.

“No… NO!” Mater screamed as he wheeled around, bolting the other way through the corridors. “I knew it! Yer jus’ out to get me!”

The Hulk roared and chased after him, the pounding of his feet drawing closer and closer to Mater. While the tow truck was able to get down the stairs slightly easier than him, it was clear that the monster would catch up to him eventually unless a miracle came along.

“I’ll do it manually!” he screamed. “I swear, I’ll get down to the generator and blow it all m’self!”

To his dismay, the Hulk was not discouraged one bit. If anything, he seemed to be moving faster, his stride carrying him closer and closer to the desperate truck as he saw the entrance to the generator room approaching.

“Almost there!” he panted. “Jus’ gotta… jus’ gotta-”

Suddenly, there was a sharp tug on his crane once again. His pace was broken by the Hulk’s powerful grip, preventing him from getting any closer to the generator room.

“No! NO!!!”

Mater tried tugging his way out of his grip, but in response, the Hulk sharply drew his arm back, ripping Mater’s crane right off his body in one fell swoop. Just as he started screaming in pain, the Hulk kicked him sideways, a blow so powerful that he went careening out of the building’s brick wall and tumbled two stories into the ground below.

Two of Mater’s wheels were broken, his rearview mirrors completely smashed. He coughed and looked upwards in pain, beholding the sun-shrouded shadow of the Hulk jumping out and landing right on top of him.

A loud crunch went through the air as the Hulk landed on the pavement and brought both fists down upon Mater’s body. Still filled with rage, he began pummeling the tow truck’s frame again and again, twisting metal into twisted metal, grunting and growling with every furious blow he laid into the mad lad. The ground beneath him only got more broken and disjointed as his merciless assault continued.

Finally, the Hulk laid his final blow, and raised his fist to see the broken, awful mess that laid in front of him. There were so many pieces of Mater scattered about that it was impossible to tell what was supposed to be what anymore. His body was completely unrecognizable at this point.

Mater, the patient he had been rehabilitating the past two weeks, was dead.

At first, the Hulk could only stare in shock… until he let out a long, pained roar that rattled everyone in the local area, even those with no idea what was happening. When the roar had finished, he suddenly felt furious at Mater once again.

 **“Banner was trying to help you!”** he shouted. **“ _We_ were trying to help you! And you do _this?!_ ”**

At last, the Hulk collapsed on the ground next to the shattered tow truck remains. Though he emerged completely unscathed from the encounter, he felt defeated in every sense of the word.

Bruce Banner had just killed the patient that he was confident he could save.

**Notes for the Chapter:**

> What, you thought I'd go this entire fic without making a single reference to My Immortal?


	11. The One Where a Sex Scene Finally Happens

Avengers Tower was abuzz with activity, finally filled with occupants once again after weeks of its primary tenants being away. Now that the Empire knew everything Weiss and Peter had revealed to each other in their texts, they undoubtedly knew the Avengers had been operating from Ogantu, making it useless for any further operations. Sure enough, any long-distance signals Tony had been receiving from it ended shortly after they arrived back on Earth. It didn’t take a Banner or Strange to figure out what had happened to cause it.

Qrow marched through the halls of the tower, he and team RWBY having joined them as well. There was no doubt the Empire would be on high alert for them back on Remnant, and they had all guessed that from this point on, they’d need to coordinate their plan together at the same time. Especially considering Earth could be on the line next.

Qrow made it to the communications room, the backs of Steve Rogers and Ruby Rose turned to him as he strode inside. The large monitor at the back of the room grabbed his attention, displaying what appeared to be a penguin sitting on a chair with a grave look on his face.

“I understand, Captain,” the penguin said. “SHIELD has already begun sending reinforcements to any nations that still need it, but we’ll start doubling our pace. For all we know, this could be the endgame.”

He paused for a moment, seeming to suddenly notice Qrow had walked in behind his two confidants. “I’ll leave you to it. It looks like you’ve got another visitor waiting for you.” The two turned and noticed Qrow just as the penguin was wrapping things up. “Captain America, Miss Rose; good luck.”

With that, the monitor shut off, leaving the three of them in the room full of quiet.

“So…” Qrow began. “Has that Eliza girl been teaching animals English now?”

Steve Rogers began explaining, not even having the heart for a chuckle at the moment. “That was Skipper, Substitute Director of SHIELD. We just finished giving the sitrep on the current situation and what the Empire knows. Until we have a solid lead on their next action, we have to make sure Earth is as defended as it can be.”

“Right…” Qrow nodded. Then he suddenly looked confused before turning to Ruby. “Wait, if you knew a _penguin_ of all things is leading SHIELD, why were _you_ surprised when Salem turned out to be a cat?”

Ruby shrugged. “Was I supposed to know animals leading people wasn’t unusual now or something?”

Steve cocked his head slightly. “Salem’s a cat?”

Qrow and Ruby both turned to him. “It’s a long story,” Qrow explained.

Steve narrowed his eyes. “Riiiiiiight… Regardless, we need to make sure we’re all ready to start working together for this. The Empire’s only going to come in harder from here on out, regardless of how we’ve crippled them. If they think they can wipe us out in one fell swoop, no matter how big the cost is, they’ll do it.”

Ruby nodded. “Understood, Captain. Team RWBY is ready to help as always… though, I think Weiss might need some more time.”

Steve looked at Ruby, his face hard to read. “How much more time?”

Ruby shook her head. “I don’t know… she’s really taking what happened hard. I’m not willing to send her out into battle when she’s like this.”

“I understand,” Steve said. “But every soldier we’ve got down weakens us that much more. If worse comes to worst, she may have to fight no matter how she’s feeling. You might want to work on her more until then.”

“And tell me, _Captain_ ,” Qrow butted in, “What are you planning to do about the green guy? Or lack thereof, anyway?”

Steve turned to him. “I don’t know. The disaster with Mater really messed up Dr. Banner. It could take any amount of time before he’s okay again.”

“Yeah,” Qrow bit back, “and what happened to ‘worse comes to worst’? What, you’ll send a _kid_ into battle if they’re like that, but not your own friend-?”

“It’s not like that, Qrow,” Steve interrupted. “He _literally_ cannot bring out the Hulk when he’s like this. He’s never killed anyone in that state before, and he’d said in the past that if he ever did-”

“Oh, come the hell on!” Qrow snapped. “You’re telling me that the guy whose shtick is getting mad and destroying everything he sees has _never_ killed anyone? Not one person, when toppling a building or throwing cars or-”

“Qrow, listen to me,” Steve warned.

“No, _you_ listen to me!” Qrow pointed his finger right at Steve. “This is bullshit! These girls nearly got _killed_ because your damn spider couldn’t keep his hands off his phone, and you want to send them out _again_ when one of them’s nearly broken apart? You want them to risk their lives so soon again just for your own planet, when you couldn’t even stop _ours_ from falling under the Empire’s control?! Where were the Avengers when Imperial troops started marching into Vale, or Atlas, or-”

“Qrow, please!” Ruby interjected, tugging on her uncle’s arm. “This _really_ isn’t helping. We need to work together, remember?”

Qrow looked to her, his face softening a bit. After a moment he turned back to Steve, some of his anger still clearly there.

“Tell you what,” he said, “Weiss’ll be ready when your Hulk’s ready. That good enough for you?”

With that, he turned and left.

Ruby turned back to Steve. “Really sorry about that,” she apologized. “Qrow’s not exactly a ‘people person’ most of the time.”

“Mm,” Steve said. “Never would’ve guessed.”

Ruby shuffled slightly. “I guess we’d better start coming up with a plan for what to do next, right?”

Steve sighed. “Yeah… we should.”

…

Peter Parker walked right up to the door of the room he’d been looking for - the guest room intended for anyone the Avengers might be protecting or otherwise keeping secure from hostile forces. In this case, the only one in it was none other than Weiss Schnee, who became visible to Peter as soon as he’d opened the door. Her eyes moved to him for only a moment before they resumed their gaze at the carpeted floor.

It was clear from her red face and exhausted slump that she had been quite worse for wear. No one else in the tower had really been keeping track of how long she had isolated herself away from the others, but Peter was trying not to think about it. Rather, he mentally focused on how possibly to help the guilt-stricken girl in front of him.

“Uh, hey,” he said. “How’s it… going?”

Weiss simply sighed, a breath so light that Peter could barely even see it happen. He mentally cursed how unprepared he was to help out someone like this. _How’s it going?_ He thought. _What kind of stupid opening is that?_

Going on a whim, he walked over and sat next to her on the bed. “I…” He found himself sighing as well, deciding that being honest was the only sure way forward in this scenario. “I wish I knew what to say, but… you know, I really hate to see you feeling like this. And I’m sure the others do, too.”

Weiss shook her head. “Some huntress I am… Supposed to be some great defender of mankind, and here I am, sobbing to myself in a dark room. Right after I put the whole galaxy in jeopardy, no less.”

Peter paused for a moment. “...You didn’t-”

“Yes. I _did_.” Weiss stated, putting a startling amount of firmness in her words.

“Okay, well,” Peter tried, “Let’s say that you did. How does this make you any less of a huntress?”

Weiss turned to him, confusion on her face. “How can you say that? What I did goes against everything that being a Huntress-”

“Okay, okay,” Peter quickly scrambled, “Let me explain! Look…” he started explaining, “Being a hero is great and all, but if there’s one thing I’ve learned, it’s that you’re still a person beyond the mask. And, y’know, you’ve gotta make people forget about that when you’re saving ‘em, ‘cause they want to be inspired. But you can’t really forget about it yourself.”

At last, Weiss turned to him, letting him bear the full sight of her broken expression. “What are you saying?”

“Well,” Peter said, hoping he could put it into proper words, “I guess when you think about it, people live all their lives by succeeding and making mistakes. And really, no one can only do one or the other, we just try to succeed more often than we screw up. And I think that’s true for everyone, even, y’know, ‘super heroes’. Doesn’t matter if you’re a huntress, a god, or just, well, some kid in a mask. A hero’s a hero, but that doesn’t mean they’re perfect.”

Weiss thought about what he said for a moment, then took a breath. “Thanks… I guess I just think so often about doing right, I confuse it with being perfect.”

“Hey, I totally get you,” Peter responded. “You know, I really think the worst pressure comes from yourself. And it’s good to be motivated and all, but y’know, you gotta be nice to yourself too.”

Weiss shrugged. “True…”

“I mean, think of it like this,” Peter started. “Let’s say that a spider gets caught in its own web, and…” he stopped himself. “Actually wait, no, it’s probably stupid. Nevermind-”

“No, no, keep going,” Weiss said, genuinely curious.

“Uh… okay,” Peter said, awkwardly fidgeting with his hands. “So, a spider gets caught in its own web, see, and it’s having trouble moving. And, uh, it’s the only time this sort of thing has happened, so it’s a pretty embarrassing move. But instead of just staying caught in the web and being upset, it moves on and starts untangling itself, and, uh, well…” he trailed off. “Yeah, that was really stupid. Sorry-”

“No, it’s fine, really!” Weiss assured him.

“Come on,” Peter said. “I’m the Spider-man; that’s the most obvious and stupid analogy ever!”

“Hey, it’s okay!” Weiss laughed. “Honestly it’s kind of cute!”

Peter blushed awkwardly. “Ah, well… I mean, overplaying the whole spider thing would be kind of weird, wouldn’t it?”

“Hey, spiders can be pretty cool,” Weiss responded, poking him in the chest. “I mean, when they aren’t crawling in houses and being gross and everything…”

“I mean, well,” Peter said, “Come on, compared to you? Your sword uses freaking magic energy!”

Weiss chuckled again. “Actually, it’s Dust. Magic doesn’t exist in our world. Not widely, anyway.”

“Oh,” Peter said. “Well, that’s still pretty cool. Trust me, I’ve seen dust literally kill people before.”

With that, both of them started laughing. It was a good, hearty chuckle that made them forget about the weight of everything going on for the moment, one that they desperately needed. Mercifully, it managed to last quite a while.

That is, until Weiss noticed her hand was resting on Peter’s.

Looking down, their laughter stopped as they both noticed it. They looked back up at each other and awkwardly chuckled for a bit, though that ended a lot sooner. Even more importantly, neither of them moved their hand away. 

After a bit, Weiss started lacing her fingers with Peter’s

“Your hand,” she mused, “It’s so soft… just like Ruby’s.”

With that, she looked at him directly in the eyes. His eyes followed in kind.

Slowly, their faces began moving closer. Neither of them really noticed that much.

Not until their lips met in the middle anyway.

After that, both of them were very relieved the room they were in happened to have a bed.

…

Tony walked into the meeting room, finding Doctor Stephen Strange just as he was hanging up his phone. He turned to him, having heard Tony walk up behind him.

“I just got done talking with a doctor from Japan,” Strange explained. “He saw what happened at the SHIELD facility after the security footage went public, and he claims to know what happened to Mater. His flight’s heading to a nearby airport as we speak - hopefully a proper explanation will finally put Banner’s mind at ease.”

“Right,” Tony said, his gaze turned downward.

Strange tilted his head slightly, concern on his face. “I’m sure you’re worried for Dr. Banner; I know how close you two are. Whatever’s going through his mind at the moment, I’m sure we can get him right back on track-”

“It’s not gonna be that simple, Strange,” Tony said sharply, turning to the good doctor with startling speed. “Do you know how much he’s dreaded the thought of killing anyone as the Hulk? How much it scares him that he could do something like that with no control over it? I mean, I’ve never turned into an angry green man before, so I wouldn’t know, but that’s what scares me the most - we don’t _know_ how much this is getting to him.”

Tony was trying to keep his composure, but it was clear from his face that his concern was starting to overtake him. “Maybe it won’t take long at all, or maybe he’s gonna let this eat him up forever. Either way, I’m not ready to assume he’ll be good to go so soon after. Especially with the Empire still hunting us.”

“Right…” Strange mused. “Actually, that was another thing I wanted to talk about with you. The Empire’s plans.”

Tony cocked his eyebrow. Thankfully this topic was something to distract him from the total snafu Banner was in, but he didn’t know where Strange would be going with it, especially since none of them had any idea what the Empire was planning its next move to be.

“We’ve had plenty of time to consider the prophecy Palpatine discovered,” Strange explained, “And up until this point, we thought we knew everything we needed about it.”

“Right, right,” Tony agreed, “Palpatine gets Spider-man and Queen Elsa to meet and fall in love, the rest plays out like some creepy fanfiction or Youtube video, and then he takes the relic and drafts the alien dinosaurs into his nazi space army.”

“Not necessarily,” Strange clarified. “Up until recently, I’d always thought prophecies to be merely the subject of fables and stories, but after thinking about them I realized something they all share - they’re never what they seem to be.”

Tony stared at him. “Mind clarifying?”

Strange nodded. “What I’m saying is that prophecies are never treated as a straightforward thing. There’s always a hidden meaning to them, always something that most who follow them miss until it’s too late.”

“Hm…” Tony pondered his words. “So what do you think? What are we missing?” “I’m not sure just yet,” Strange explained, “But there are a few odd things I’ve noticed so far. For example, if Palpatine supposedly knows all of this, why hasn’t he done anything to take control of the events?”

“Maybe he’s worried about throwing it off?” Tony suggested.

“I’m not so sure,” Strange countered. “What Thor and Blake said about prophecies rings true with what all the legends say - they tend to come true no matter what happens. If Palpatine knows all he needs to about them, he has nothing holding him back from accelerating the process.”

Tony furrowed his brow. “That’s a good point… Palpatine’s a batshit psycho, but he’s not the kind who waits around when he has the upper hand.”

“Indeed,” Strange confirmed. “His lack of attempts to make contact with either Spider-man or Queen Elsa is highly suspect, which is what’s led me to believe that we’ve been reading the prophecy all wrong.”

“Alright, but how?” Tony asked.

“Well, my first suspicion was that we’ve jumped to conclusions on who the prophecy is about,” Strange explained. “At first I wondered if it was really the kid, but I don’t know any other ‘masked heroes of spiders’ it could be talking about.”

“Yeah,” Tony agreed, “I mean, it could be mentioning Miles, but I don’t know if he exists in this timeline yet.”

“Which brings me to my more recent suspicion,” Strange said, “That the ‘icy queen of snow’ isn’t Elsa at all.”

“Then who else could it be?” Tony asked.

Stephen shrugged. “I’m afraid I don’t know yet. I only started considering it recently.”

“Well, I’m just as lost as you are,” Tony said. “I sure don’t know anyone else who fits the ‘icy queen of snow’ bill, unless god forbid, it’s talking about…”

His speech began to slow down as his face fell. For a moment, he didn’t say or do anything; all he did was blankly stare in front of him as his eyes widened. Just as Strange was about to ask him if he was all right, he immediately bolted from where he was standing and sped right through the door out of the meeting room, his speed picking up as he went.

“Tony?” Strange called after him. “What’s going on?”

Tony didn’t respond. All he could think about was how he had to keep moving, had to make it to Peter, how he couldn’t afford to waste any time.

For the love of god, he had to make it to the kid before it was too late.

…

In the subterranean caverns of Earth, thousands of feet below the planet’s crust, the vast army of creatures dwelled. There were countless numbers of them, even in spite of their ranks not being as grand as they once were. Packed tightly into their nooks and alcoves, the amount of life in the otherwise-lifeless coves was staggering. It was a vast hibernation den, the perfect environment for a mass of sleeping beasts. Nary a creature could attempt to wander into their home without tripping or stumbling across one of them, thus finding themselves at the worst place to be in what would surely be a very rude awakening. Thankfully, no life that could have been capable of making such an error existed so deep in the caves.

So dark was their refuge and so quiet was the din around them that there was no chance of anything waking them for years and years to come. And yet, strangely enough, one did, seemingly unprompted and without reason.

Still caught in the sluggishness of sleep, his eyes only barely opened as he shifted around. Before long, his partner awoke beside him, concern in her eyes.

“Darling? What are you doing awake?”

“I don’t know. I feel like something is coming… something big.”

“Mm… come back to sleep. It’s going to be fine.”

“Yeah… you’re right.”

“Ahh… I love you, darling.”

“...I love you, Two.”

**Notes for the Chapter:**

> You have no idea how long I was waiting to make that big reveal when I first started writing this.
> 
> Also, the crossover tag with Darling in the FranXX finally starts to come into play after 11 chapters...


	12. Tony Stark Has Literally the Worst Day of His Life

**Summary for the Chapter:**

> The name says it all.

Tony continued tearing his way through Avengers Tower, not paying any mind to Stephen Strange following him and asking him what was wrong. Anything else was irrelevant in his mind at the moment - all that mattered was stopping Parker and Weiss before the worst could unfold.

He passed by several other Avengers and the rest of team RWBY as well, drawing odd glances from how fast he was going. He couldn’t stop and explain - heck, he couldn’t pass by and explain, lest he waste breath that he could be using on making it there as fast as possible. If he was even a second too late, he knew what it would mean for all of Earth; not even that, but the entire galaxy. He may not have been some perfect patriot like Steve, but he still preferred his stars and stripes without an Empire insignia over them.

At last, he made it to the guest room and threw the door open just in time… to see Weiss lighting up a cigarette.

The room was very dimly lit, almost in a romantic kind of way, and the bed in the middle was taken up by both Peter Parker and Weiss Schnee, both wearing nothing as far as Tony could tell, their naked shame mostly covered by the comforter of the bed, which Peter promptly pulled up even higher over himself as soon as he saw Tony rushing in.

“Mr. Stark!!!” Peter yelled in a pitch so high it was practically a squeak. “Wh-What are you doing-!”

“Please tell me I’m not too late,” Tony said, as if Peter hadn’t even spoken at all, “Please tell me nothing’s happened yet. Please tell me-” Then he turned and fully realized the odd thing Weiss was holding between her fingers. “...Please tell me where you got a cigarette.”

Weiss shrugged. “It was just in one of the drawers. I mean, I heard people typically have one after sex, so I thought-”

“Oh, just great…” Tony said, running his hands over his face and then his hair. “You had sex. Floss my cock with barbed wire, _you had sex!_ ”

“Mr. Stark, could you please not say it so loud?” Peter asked, embarrassment all over his expression.

Just before Tony could retort, Strange came through the doorway as well. “Tony, for the love of everything, tell me what’s going on!” He then noticed where they were, and the two people in the bed in front of them.

He turned back to Tony with an exasperated expression. “Tony, if _this_ is what you’re getting up in arms about, you clearly have some unresolved parenthood issues-”

He was cut off by Tony grabbing his shoulders and staring him dead in the eyes. “‘Icy queen of snow,’ Strange,” he rambled, “‘ _Icy queen of snow!!!_ ”

Strange looked at him for a few seconds more before the realization dawned on him, looking to the romantic pair and then back to Tony with disbelief in his eyes. “Oh… floss my cock with barbed-”

“Yeah, I said that already,” Tony cut him off as he moved to Peter. “You’re coming with me, young man.”

“Hey, wha- wait!” Peter stammered as Tony grabbed him by the arm and pulled him out. “I’m not even dressed!”

“Well, I’m sure enjoying that,” Weiss coyly said with a smirk before Strange came over and started pulling her out of the room as well.

“You too, young lady.”

“Oh, come on!”

…

“You had one job, you two,” Tony said, having finished explaining everything to most of the Avengers and team RWBY, who were now encircled around Parker and Weiss (who were now clothed, thankfully) as Tony paced around in front of them. “ONE. JOB. _Don’t screw things up_. And what do you do? You screw each other! Now the entire Earth is screwed, and by extension the galaxy as well! Congratulations, you haven’t just screwed for the first time, you’ve quite possibly screwed everyone who is currently alive right now! How does that make you feel?!”

“Um…” Parker tried, “...Bad?”

“I swear, I don’t know why I try sometimes,” Tony continued. “And here I was with my big old plan to put a suit of armor around the entire Earth, but what is that going to matter if the Earth just destroys everything around it anyway? Actually no, maybe I should just put a suit of armor around _her_ , to make sure you can’t rub your fun bits together in the first place!”

“Okay, I get we messed up, but that’s crossing the line,” Weiss began.

“You are in _no_ place to be criticizing me right now!” Tony snapped.

“I mean,” Peter offered, “I tried putting webbing around my… well, you know-”

“Yeah, thanks,” Tony turned to him, “I didn’t need to know that!”

“Neither did any of us,” said Rhodes, prompting everyone else to nod in agreement.

“I’m just saying!” Peter said, putting up his hands meekly. “Maybe it worked? I mean, there’s no sign of any relic just yet, so-”

“God damn it…” Tony said, cradling his face in his hands. “We’re all going to die. We’re all going to die because of just two peoples’ horniness. The one world-ending event that I wasn’t prepared for.”

“Okay, we get it,” Ruby interrupted him before his mental breaking could continue. “Things are bad, and they just got a bit worse. All we can do now is deal with it.”

“Deal with it?” Tony asked hysterically. “Just ‘deal with it’? It was our mission to make sure this didn’t happen, no matter what, and now we-”

“It was going to happen one way or another, Tony,” T’challa interjected. “They know what they did. They will deal with it enough without your chastising.”

“It didn’t _have_ to happen, T’challa!” Tony shouted. “We’re the Avengers - we’re supposed to stop things like this from happening all the time!”

“He is right, Tony,” Thor stepped forward. “It is like I said - fate is only decided by the Norns themselves. If this prophecy preordained it to happen, then there was nothing we could do about it. We should feel fortunate we had the time to prepare for this at all.”

“Oh, sure,” Tony bit back, “I feel _so_ thankful that we had just enough time to get hope in what we were doing before these two could send it all spiraling down the crapper-”

“Mr. Stark, please,” Blake interrupted. “What would you have done even if you knew about this? Stop them from seeing each other? Let the people in the prophecy become others who we don’t even know about, or gods forbid, let Palpatine find a way to _force_ it to happen? We were lucky enough to know about what was going on a lot sooner than we would have otherwise, and we used our time to weaken the Empire as much as possible. Like it or not, the prophecy gave us a chance.”

All Tony could do was shake his head. He wanted to keep screaming, keep blaming the others for letting this happen, but he knew that it was all pointless. More horrifyingly, he knew that Thor and Blake were right. There was nothing he or anyone else could’ve done to prevent this from happening, and that frustrated him to no end. Any problem that was out of his control of preventing was one he didn’t even want to think existed, and yet here they were.

The Empire knew what team RWBY had been up to, Mater was dead, Banner was inconsolable, and now the new Relic and the Klaxosaurs were on their way without anything able to stop them. The whole thing was going to Hell in a handbasket real fast.

Mantis looked down solemnly. “From where we are, it seems like an 18-carat run of bad luck… but the truth is, the game was rigged from the start.”

Peter Quill turned to her, bleakness on his face as well. “Wow… that was deep.”

Mantis nodded. “I know… I heard it from a video game.”

Tony threw up his hands. “Well… what do we do now? Did we have some kind of plan for when this was going to happen? Anyone make some end-of-the-galaxy scenario for-”

Before he could continue, Eddie Brock suddenly walked into the room, holding a bucket of chili under his right arm. “Hey, Tony-”

“What?!” Tony turned and yelled at him.

Eddie jolted back a little, shocked by his sudden outburst. “Um… Doctor Strange wanted me to come get you. Apparently he needs to talk to you in the science lab.”

Tony let out a deep sigh and shook his head. “Fine. Whatever. It’s not like this can get any worse right now.”

With that, he began marching on down to the science lab, barely even thinking about hearing Eddie talking to Venom about why they couldn’t eat him just for being rude.

Everyone else in the room turned as they watched him leave. Everyone, that is, except for Quill, who casually walked over to Parker. He turned to look at him as he began talking.

“Okay, I know this sucks and all, but seriously…” he trailed off for a second before grinning and holding up his hand for a high-five. “ _Niiiiiiiice_.”

Parker shook his head, as did Weiss with a higher degree of disgust. “No, just-- too soon, man. Too soon.”

Quill dropped his hand, disappointed. “Right…”

…

The science lab wasn’t too far away from the meeting room, which Tony was thankful for. He’d already done a lot of walking around in the tower today, and by this point he was growing weary of it. Not that he was getting tired or anything, especially after all the morning runs with Pepper, but there was only so much monotonous walking he could take in one day, especially when the world was at stake.

Before long, he was walking right through the doorway to the lab, where the first sight to greet him was Strange sitting at the center table with a Japanese man who appeared to be in his late 20s, clad in typical business casual.

“...I’d managed to overcome it myself way back in the day,” the new man was saying, “But even so, it’s highly potent. I just wish I could’ve been here to do something before it was too late.”

“Well, at the very least, we know what caused it,” Strange said. “Hopefully Banner will take comfort in knowing that it wasn’t his fault.”

“So, you call me down here only to start the party without me?” Tony interjected, getting both of their attention. “Seems kind of rude, don’t you think?”

The Japanese man gave a small smile. “This must be the famous ‘Tony snark’ I’ve heard about.”

Tony turned to Strange with a look on his face. “People call it that?”

Strange ignored what he said and began explaining. “Tony, this is Doctor Keiichi Maebara. He’s the doctor I was telling you about earlier - the one who knows what happened to Mater.”

Tony cocked his eyebrow. “Didn’t you say he lived in Japan? How’d he get here so quickly?”

“I sent him the Quinjet,” Strange explained.

Tony exhaled and went over to one of the seats. “Well, this isn’t good news, but this isn’t bad news either,” he said as he sat down. “Lay it on me.”

“Certainly,” Keiichi began. “Now, I’m sure it probably seems odd to come to a conclusion about this just from reviewing security footage, but what I saw from it adds up way too well, and there’s few other diseases or phenomena we know of that causes this. The animalistic eyes, the loss of rationality, the sudden shouting - all of it points to one thing.”

“Which is…?” Tony asked.

Keiichi looked at him dead in the eyes. “Hinamizawa Syndrome.”

Tony cocked his head slightly. “Hina-me what now?”

“It’s a rare parasite that’s existed for centuries,” Strange said, “Named due to how in earlier eras, people thought it was a curse invoked by the wrath of a spirit haunting the village of Hinamizawa.”

Keiichi nodded. “Indeed. The nastiest and most common symptoms of it are extreme delusion and paranoia. Someone infected with it will believe that anyone and anything is out to get them, and their mind will twist even their closest friends into their worst enemies. I have no doubt that that’s exactly what was happening to Mater in the facility.”

“There’s just one issue,” Strange interjected. “Hinamizawa Syndrome is incredibly rare, and it’s not even found that often near its titular village anymore. Doctor Maebara here was actually one of the first people in years to witness it affecting others again, and that was when he was still a child.”

“It’s true,” Keiichi confirmed. “But that said, there is one person out there I believe could still have access to it; someone so intimate with the forces of pure evil that they would have access to all of the worst diseases and plagues that mankind has ever faced - and Hinamizawa Syndrome would be one of them.

“And who would that be?” Tony said, so dumbfounded by this point that all he could do by this point was ask the obvious.

“Lord Salem, of course,” Strange confirmed.

“So… let me get this straight…” Tony said. “You’re saying that Salem somehow snuck into the holding facility and infected Mater with Hinamizawa Syndrome so he would freak out and force Banner to kill him?”

“It would be the most effective way of breaking his morale and making sure our most powerful member was out of the fight for Earth itself, especially not knowing if the Hulk’s immune system would just reject the parasite if they tried infecting him instead,” Strange said. “Salem and Palpatine clearly did their research before coming here.”

Tony sighed while rubbing his forehead. “Man… today’s just been one crazy twist after another… frankly, I think I’m gonna need a nice, long nap pretty soon before I lose my mind.”

“Well, hey,” Keiichi said, “This means it wasn’t Banner’s fault, right? If we tell him all this, I’m sure he won’t hold himself guilty anymore!”

Tony shook his head. “I wouldn’t be so sure about that. Even if it was provoked, he still ended Mater’s life himself. That’s not something he-”

“Hey, guys?!” The group turned to see Eddie leaning into the doorway, in such a hurry that he hadn’t even brought his bucket of chili.

“Really?” Tony asked. “They have to keep using you of all people as the messenger?”

“Hey, we’re not happy about it ourselves!” Eddie retorted.

“What do you want?” Tony asked, growing impatient.

“Everyone needs you all in the guest room immediately, and you’d better move fast!” he explained.

“Look, we’re talking about something important right here, so unless this is _really_ super important-”

“WEISS IS GOING INTO LABOR!” Eddie shouted, a bit of Venom sneaking into his voice as well.

Tony, Strange, and Keiichi stared at him for a few moments more, trying to wrap what he’d said around their heads. Tony’s hands suddenly felt a lot more clammy than they had earlier.

“I’m sorry,” Strange began, “do you think you could repeat that-”

“ _If you don’t start hauling ass this second, then we’re dragging you over there ourselves!_ ” Eddie continued yelling.

“All right, we’re going!” Tony said, getting up along with the others and briskly walking through - Tony walking the fastest of all.

“Yeah, no need to thank us or anything,” Eddie growled as he followed along.

“And stop calling yourself ‘us’!” Tony snapped.

…

The group arrived at the guest room to find Weiss lying on the bed in a medical gown, with Parker, Ruby, Yang, and Sam gathered around her. They were so hypnotized and uncertain of what was going on that they didn’t even turn to look at the new arrivals entering the room.

“Man, I’ve seen enough freaky shit to last me two lifetimes,” Sam was saying, “But I think this is worth a whole new one by itself.”

“How is this even happening?” Weiss asked, fear and disbelief in her voice. “I don’t look different or pregnant - hell, I don’t even _feel_ that different…”

“This is insane…” Keiichi stammered. “How do you know you’re going into labor? How did it begin?”

“I just…” Weiss stammered as well. “My water broke, and… I just have this sensation in my stomach!”

“Oh god,” Parker started rambling, “I don’t know what to do, I don’t know what to do… How am I going to deal with this? I’m too young to be a dad, and you’re clearly too young to be a mom!”

“Well, if I can make a suggestion,” Ruby offered, “have you two started thinking of what to name it?”

“Ruby,” Weiss seethed, “I swear to the gods, I will smack you right now.”

“Hey, I’m sure it’ll be cool!” Yang chimed in. “Just not something like ‘Sofia’ or ‘Flynn’, those names suck.”

“ _Would someone help me here?!?”_ Weiss screamed.

Tony could do nothing but cover his face with his hands. “...I am so done here.”

“All right,” Keiichi began to take charge of the situation, “I want everyone who isn’t a doctor to please leave this room! Strange and I will handle it from here!”

“Better listen to him, everyone,” Sam agreed. “I’ve had enough weirdness for one day.”

“You’re telling _me_ ,” Tony grumbled as he and the others followed Sam out.

Ruby stopped when she was in the door frame to turn back and offer a grin and thumbs-up to Weiss. “Good luck!”

**“Ruby,”** Weiss said.

“Right, sorry,” Ruby apologized before leaving and closing the door.

With that, Strange and Keiichi turned their attention to Weiss. “How are you feeling right now?” Strange asked.

“It’s like I said,” Weiss explained, “I don’t feel too different… it’s almost like I’m not going into labor at all, but I _saw_ my water break! I’ve got this feeling right where the child should be!”

“All right, don’t worry,” Keiichi offered, trying to sound as reassuring as he possibly could in the moment. “Just leave it to us. Now, I’m going to have to take a look down there, if you wouldn’t mind.”

Weiss complied and allowed him and Strange to view underneath her gown. She looked at them expectantly, waiting for them to talk about what was going on.

However, for a moment, all she got was silence… and shocked expressions.

“Holy…” Keiichi trailed off. “It’s already at this stage…”

Strange leaned closer to him. “Doctor, this is happening too fast. Neither of us have proper equipment or sterilized uniforms-”

“I know, Doctor,” Keiichi said, trying to remain confident in the face of his patient. “I know.”

With that, he looked up at Weiss. “Okay… when we tell you to, I want you to push. Got it?”

…

Nearly everyone was waiting just outside at this point. The pall hanging in the air was heavy enough to weigh down an Abrams tank, and no one had any idea what to do or say to ease the tension.

“Freaking hell…” Qrow said. “Any of you girls know how we’ll explain this to Winter? ‘Cause I sure don’t.”

“...Tell her that she gets to have a niece and/or nephew sooner than she was expecting?” Yang suggested.

“NO.” Qrow said flatly.

“Wait, why did you say and/or?” Parker asked.

“Well, hey,” Yang explained “You don’t know how many she’s gonna squeeze out in there. I mean, from the sound of things, you knocked her up pretty good!”

“Oh _god_ ,” Parker said, hands to his temples, “What’s Ned gonna say? What’s Aunt May gonna say?!”

“If you’re trying to help, please stop,” Rhodes said to Yang.

“...And if I wasn’t trying to help?” Yang wondered aloud.

“I will cap you right here, right now,” Rhodes said with a ‘not fucking around’ look on his face. “Wouldn’t even be a war crime.”

“Hey, guys?” Scott asked. “Can we please save this for when a woman _isn’t_ giving birth to who-knows-what? I feel like my ants are crawling around inside my skin!”

Drax shot him a curious look. “Are they?”

Scott looked at him with pure disbelief. “...What even _are_ you?”

Drax pointed to himself. “I am Drax.”

“I am Groot,” Groot said.

“I am so freaking done,” Tony said, still clasping his face.

“Maybe we should start thinking about what’ll happen if what she gives birth to isn’t human?” Wanda Maximoff asked. “I mean, we know the Empire intended for this to happen, so there’s a high chance it won’t be anything good.”

“Oh my god,” Parker said yet again. “I’ve created a monster…”

Wanda’s face went paler as she realized her awful bedside manner. “All right, well… anyone else have ideas?”

Before anyone could suggest anything, Strange peeked through the door. “Everyone… we’re finished.”

Immediately everyone’s attention turned to him. “...Already?” Bucky asked.

Strange shook his head. “I don’t really know how to explain it… it’s probably best if you all see for yourselves.”

Everyone braced themselves as he opened the door wider and stepped aside, letting Weiss pass through with Keiichi following closely behind. She bore an unreadable expression on her face as she slowly walked out. However, most of everyone’s attention was not directed towards her… but the thing she was carrying.

It almost looked metallic in its texture, but the way the skin around it was pressed where Weiss was holding it and the way small lines beneath it seemed to pulsate like veins showed that it was absolutely organic. Much of its body was charcol black, but the highlights on it were a crystalline blue, in a way that almost seemed to shimmer. It had a vaguely humanoid shape, but in a way that far resembled more of a child’s toy robot than an actual infant creature.

Weiss stopped only a few paces away from the door. She looked around the crowd, almost seeming to expect one of them to break the silence before she shakily did it herself.

“There’s… there are letters on the back. They spell… ‘Strelizia’...”

Finally, Qrow was the first to move, quickly walking over and grasping Weiss on the shoulder when he became worried she would faint. “Are you okay?”

She turned to him, a nervous smile on her face. “Heh… funny joke. Nothing about this feels okay, that’s for sure…”

Gamora was the next to break the silence. “What… What the hell even is-”

“It’s a Relic.”

Everyone turned to see Vision speaking. He looked back at them as he started explaining. “The energy readings it’s giving off are undeniable. This is an artifact of immense power… one that I’m sensing can indeed harness the will of an entire race of beings.”

“How can you be sure?” Keiichi asked. “How do you-”

“He’s right,” Blake said. “Every Relic we’ve encountered before gave off a feeling of energy, just like this one is right now. You all feel it too, don’t you?”

Everyone nervously looked at each other. No one said anything, but they all knew she was right.

“Even so, there’s no denying the circumstances,” Vision continued. “The masked hero of spiders and the icy queen of snow consummated, and created something with enough power to let someone rule the galaxy. If my understanding of your Relics is correct, then the sixth one lies before us right now.”

Tony threw up his hands in defeat. “That’s it. I’m taking the week off. And after we finish this, I’m taking a whole month off. Actually, maybe I’ll take several. I can’t take this anymore. I just-”

“There’s no time for that,” Blake stated. “Palpatine undoubtedly has a way of knowing when the Relic’s been created, which means that he’ll be coming to get it any second. He wouldn’t just go forward with this plan without a surefire way of finding it.”

“She is right, Tony,” Thor agreed. “The final battle is fast approaching, and we will need everyone we can get for this.”

Tony shook his head. “I don’t get it - how are you all taking this so well? I mean, I’m sure some of you are just keeping it inside - by the way, bottling up your feelings like that is unhealthy, or so my therapist says - but are some of you seriously still feeling okay about this? Even you, Steve; even you have to admit that this is screwed up six ways from Sunday and seven beyond that, right?”

He turned to look at Steve, only to see that he and Bucky were away from the others, looking out the nearby large glass window overlooking the city.

“...Steve? What are you…”

His voice trailed off as he walked over, noticing that the sky outside had suddenly become darker. Many of the others started to follow him as he got closer to the window himself. Before he began turning his eyes directly up to the clouds, he heard Bucky say one more thing.

“Well… we’re fucked.”

As the author relished in getting to use the one f-word the PG-13 rating allowed him, Tony’s vision met the skies above, and witnessed a sight that would’ve been breathtakingly beautiful if it wasn’t for how breathtakingly horrifying it was.

A fleet of Imperial Star Destroyers was descending upon Earth. While most were far away, a few were just beginning to enter the atmosphere. Some smaller warships were moving alongside them as well, and even tiny swarms of TIE Fighters could be spotted too. It was an absolute mass - more enemy forces than anyone in the tower had ever seen before. The might and power of their mere presence would’ve been enough to make any of them run… except there was no place to run to. They were here for Earth. All of it.

As everyone else simply stood and watched, Keiichi took out his cell phone and rang up one of his contacts.

“Rena? Hey, sweetie… I don’t think I’m gonna be home on time.”

**Notes for the Chapter:**

> Bit of a late update, my apologies. I'll make sure the same mistake doesn't happen with the next chapter. We're approaching the final act, after all - I don't want to keep you waiting too much.
> 
> By the way, in its description I basically intended for the Relic to appear as Strelizia does in Darling in the FranXX, but with the color patterns that the klaxosaurs naturally had in the show. I though that keeping the colors the same as Strelizia originally had wouldn't make sense, considering that the Relic is supposed to have this powerful bond with the entire klaxosaur species, and only Hiro and Zero Two would recognize the color pattern of the real Strelizia they piloted. It might seem like a lot of thought for what is ultimately a shitpost story, but like the saying goes, "Any job worth doing is worth overdoing."
> 
> Also yes, Mater was infected by Hinamizawa Syndrome from Higurashi. I've got the wildest twists hidden up my sleeve, don't I?


	13. Worse Comes to Worst

The massive, lush visage of Earth loomed closer into view of the Super Star Destroyer. Even with so many other Destroyers slowly making their way into the atmosphere, the green and blue of the planet still radiated brightly across the massive viewing port of the Emperor’s personal room. Both he and Salem were taking the time to appreciate the lovely sight - though they still had no remorse for the destruction they were about to wreck across it, they couldn’t deny that Earth was a lovely planet. Even in spite of all the smog, ocean dumpage, mountains of waste and refuse, rapidly deteriorating ozone layer, weather patterns that had been thrown into chaos… okay, this is starting to sound really bleak and misanthropic. I’m sorry. I didn’t mean to get so dark. I mean, look, we’ve mistreated the Earth really badly, but that doesn’t mean we should waste time hating ourselves for it. Do you know how much of it we could get fixed if we put the same amount of energy into healing the Earth that we did waxing poetic about how “evil” humanity is? For Haruhi’s sake, all that money spent to make stuff like Ferngully and that awful Lil’ Dicky music video could’ve replanted quite a few rainforests instead.

Anyway, the point is that Palpatine and Salem found much beauty to be had in the Earth. They’d conquered many planets before, but something about Earth seemed particularly radiant. Besides, it was best that they enjoyed the view now anyway, before it would undoubtedly be marred by their terrible machines of war.

“Earth… one of the most densely populated and resource-laden planets in the Milky Way,” Salem purred, “and it’s ours for the taking.”

Palpatine grinned. “Indeed. It matters not how vast their forces may be, or how much fight the Avengers have left in them. My scientists have detected the presence of the Klaxo-Relic I have been waiting for, and once I claim it, they shall all be swept aside with nary an effort... like ashes after a great pyre.”

Salem nodded. “Them along with any others who dare oppose us.” The smile of satisfaction on his face grew even wider. “And to think that for years, I was a laughing stock. Just a failed wizard who was doomed to remain a cat thanks to his own lack of foresight. But now, at long last, everyone shall know and fear the name of Lord Salem Saberhagen!”

With that, he threw back his head and began cackling. “Muahahahahahahahaha! Aaaaahahahahahahahaaaaa!”

Palpatine began chuckling too. “Yes… just as much as they shall fear the name of Emperor Sheev Tomthy Palpatine!”

He, too, began to cackle in his fit of megalomania. “Hehehehehahahahahahaha! Gaaaaahahahahahahahahaha!”

However, when he noticed Salem giving him an odd look, his laughter began to fade. “...What?” the Emperor asked.

“...What did you say your middle name was?” his furry ally asked.

“My middle name is Tomthy,” Palpatine answered.

Suddenly, he heard Salem making several odd noises. Just as Palpatine was about to ask what was wrong, he realized what it was. The damn cat was trying to stifle his own laughter.

“...What is so funny?” Palpatine asked, feeling anger rise up within him.

“Oh, I’m sorry, I’m sorry,” Salem mewed, “It’s just… your middle name is _Tomthy_?”

“Yes, that’s my middle name,” Palpatine snapped. “Do you find it irksome or troubling, feline?”

“No, no, no,” Salem assured him. “It’s just… _wow_ , your parents must really have not been thinking about this one.”

“I’ll have you know that Tomthy is a fine name!” Palpatine growled.

“Hate to break it to you, oh great Emperor Tomthy,” Salem said, his voice wavering as he just barely avoided laughing, “But you might want to consider a change in title soon after we conquer this planet.”

Palpatine turned away and crossed his arms. “Oh, _sure_ , I’m the one who needs to change… yes, no one else in this room at all…”

Salem turned to him, detecting it was about to be his turn to be cross. “...What are you hinting at?”

Palpatine sighed and shook his head. “I’m just going to assume that it was by accident you forgot to kiss me goodnight yesterday.”

“Oh, come on!” Salem said. “What, do I have a contractual obligation to do it every night or something?”

“At the very least, it would let me know that you care!” Palpatine shot back. “I don’t want to feel like I’m just being used!”

Salem shook his head. “Look, can we at least save this until after we’ve acquired the Relic and taken Earth?”

Palpatine crossed his arms and pouted, returning his now-grumpier gaze to the visage of Earth. “Fine.”

With their little dispute saved for later, Salem turned back to Earth as well, continuing to watch as the might of the Imperial Navy began descending onto the vast, inviting planet…

…

In Avengers Tower, no one was saying anything. Barely anyone could do anything other than keep looking out the giant window of the tower. The sight of the Empire’s full might finally falling upon them was too terrible to leave room for anything else in the mind. Peter Parker had already fainted from the shock of it on top of everything else, and barely anyone had even noticed. They all predicted it would happen eventually, but they wanted to believe it would’ve been much further away, and without the thing they had been looking for in the exact same building as them. No such luck.

“...We need to start planning quickly,” Steve Rogers finally spoke up. “The Empire’s Navy will be within firing range in just a few minutes, and their ground forces are sure to follow shortly after. We can’t just hope SHIELD and the rest of Earth’s forces will stall them forever, we need to-”

“Steve, don’t you get it?” Tony turned to him with the most broken look on his face Steve had ever seen. “It’s over. Nothing’s going to stop Palpatine from trying to get the Relic as long as he knows we have it.”

“That’s not true,” Yang began to protest. “You already crippled their forces pretty badly, right? There’s no way they’re at their peak-”

“Two missions was never going to cut it, kid!” Tony wheeled onto her. “You say we’re lucky to have the time we did, but we needed more! Look at this!” He gestured outside. “Even if we can fend all of this off, they’ll come again, and again, and again.”

“Then we will fight again and again as well,” T’challa responded. “And when we die, it shall come with honor.”

“ _Honor means nothing to a corpse, T’challa!_ ” Tony shouted. “This isn’t just Earth - Palpatine and Salem will use the Klaxosaurs to control everything, **everything** in the universe!”

Parker, who had just started waking up as Tony had begun shouting, found enough strength in himself to rise back to his feet again. Hearing the words of his mentor sound so despaired made him feel worse all over again.

“Mr. Stark…” he said, “I’m so sorry.”

Tony sighed. “I dunno. Maybe they’re right. Maybe this was inevitable. Guess that means there’s nothing else to do but fight until we die, right?”

“We are not going to die!”

Everyone turned in the direction of Mantis as soon as she spoke. It was the most conviction anyone had ever heard from her, and she was now unexpectedly the strongest voice in the room. If she had found a reason to remain confident in spite of everything, then perhaps they should listen.

Tony, however, was not convinced just yet. “Oh, really? You- You don’t think we’re going to die? Tell me, what do you see out there right now, huh? Because I see everything the Empire has only held back out of the smallest amount of mercy. And what do you see in _her_ arms?” He gestured to the small thing Weiss was still carrying. “Exactly what they’ve been waiting for. All they have to do is try however many times it takes to grab it, eliminating whoever gets in their way. So tell me, because I’d LOVE to know...”

Tony began walking closer to Mantis. “Why should I believe that we’re _not_ going to die?!”

Mantis looked around nervously, seeing everyone looking at her expectantly. Even Weiss and Parker had broken out of their stupors to start paying close attention, wondering what she would say that would upfront Tony’s incensed inquiry.

She took only a second to look down… before she turned back to everyone, a stronger look on her face.

“Because I know how to defeat Palpatine.”

…

The klaxon alarms blared through the Helicarrier as everyone rushed to their battle stations. Skipper had the benefit of planning for when the Empire would invade ahead of time, and had already designated everyone’s postings. All that was left was to coordinate efforts with the rest of SHIELD and the Earth’s military forces… which was definitely no small task.

“Skipper, our reinforcement teams have already been alerted to the Empire’s approach!” Maria Hill announced as she rushed over to Skipper. “They’re now only waiting for enemy targets to enter their range!”

“Understood, Deputy Hill!” he responded. “Make sure you link up with the ground team in the immediate area as soon as you’ve finished your rounds here!”

“Yes sir!” she said. As soon as she snapped off a quick salute, she turned the other direction and bolted.

Without even hesitating after his salute, Skipper turned back to his personal comms at the head of the Helicarrier’s command deck. “Kowalski, analysis!” he shouted.

“Imperial forces in the area number at a cataclysmic amount, Skipper,” Kowalski’s voice came in. “From these readings, the Empire have condensed every available unit they have in the sector to this planet. At our current strength, we can hold them off for a good while, but…”

“But what, Kowalski?!” Skipper demanded.

“...Without the assistance of the Avengers, we won’t last.”

Skipper exhaled. So that was the case, then. They were backed up against a wall, and unless things went very right, they were toast. As advanced and numerous as they were, the Empire was even more so. The rate of casualties, both military and civilian, would inevitably be high, and the collateral damage even more so. Not exactly a commander’s ideal situation.

Solemnly, Skipper leaned forward to his comm again. “Boys, if there was any time to say it, it’s now. It’s been an honor serving with you… and nothing that happens here will change that.”

He had barely finished saying it before he heard Private’s voice ringing back. “No, Skipper! Don’t say that! I know things look bad, but we can still all make it through this!”

Skipper couldn’t help but smile sadly. “Your optimism is appreciated, Private. I just wish I had it too.”

“Skipper, please,” the young voice continued saying, “this is no time to lose hope! The Avengers and team RWBY are counting on us, remember?”

Skipper simply shook his head. “I know, Private. I know.”

For a second, only silence followed. Then, Private’s voice came on again.

“Skipper… when we make it through this… can we go see The Lunacorns on Ice again?”

Skipper blinked, processing what Private was asking of him. Then, he felt a genuine smile spread across his beak.

“Private… I’ll make sure we all get front row seats.”

Just as he hoped, Private’s cheerful voice came back immediately. “Oh, thank you so much! I just know it’ll be even better than the first time!”

Skipper chuckled before reverting back to his more serious tone. “Well then, boys… good luck. Let’s send the Empire running.”

“Yes, sir!” Kowalski and Private responded. Rico attempted the same, though it sounded more like his usual growling.

The comms closed, and Skipper leaned back in his chair while heaving a sigh.

“Well… every man’s war has its end,” Skipper mused. “Time to make sure this one ends with a bang.”

…

“When I connected to Palpatine’s thoughts during the rescue of team RWBY, I felt everything he was feeling. _Everything_.”

Everyone was paying astute attention to Mantis as she explained. No one dared interrupt her - time was too limited now to risk lengthening her explanation or throwing things off-track. Even the slightest chance she had something that could defeat Palpatine was now worth the entire world.

“He is a creature of intense hatred,” Mantis continued. “When he was young, he was brought up to believe that there was no purpose to the galaxy. No purpose… except conquering it. Even as an adult, he was too ingrained into what he’d learned. He cast out any thoughts of changing or finding value in the world, and only sought to control, or see everything crushed beneath him. He does not think any true grace, sanctity, or beauty exists… at least not the kind to make peace worthwhile.”

“So… what does this mean?” Yang asked.

“It means,” Mantis spoke, “That in his ignorance lies the way to undo him. If we can expose him to beauty in its purest form… then his plans will cease to exist. Everything he once knew will be turned over, and he will realize the true terribleness of what he has done.”

Everyone pondered her words. It sounded completely crazy - they didn’t even know where to begin with it. And yet, knowing who Palpatine was… it made all too much sense. It was clear that they would never win this fight with merely brute strength, so maybe it was about time they tried a different avenue to victory.

“So…” Parker jumped in, “We’ve basically gotta change his heart. Like in Persona 5!”

Mantis turned to him, the look of confusion that the Guardians were all too familiar with on her face. “What is a Persona?”

Parker awkwardly tugged at his shirt. “Well, I mean- I don’t know too much or anything, just from what I saw Ned play-”

“It doesn’t matter,” Steve interrupted. “What matters is that we figure out how we’re going to do this. If we’re going to expose him to beauty in its purest form, we need to make sure we use nothing less for it.”

“Yeah,” Qrow said, “I mean, I’ve seen what he looks like. Wouldn’t shock me if he’s older than the dinosaurs themselves were, so he’s definitely seen a lot over the years. What’s something unbelievably amazing that would send even the most experienced baddie into a stupor?”

Peter Quill tapped his chin for a moment, then looked up with realization all over his face. “Actually, I think I might know just what’ll do the trick.”

Rocket sighed and shook his head. “Really, Quill? I know you love fellating yourself, but _now_ of all times?”

“What? No!” Quill turned to him. “I’m not talking about _myself_! I mean, I _am_ pretty stunning and all, but-”

“Just get to the point, Peter” Gamora said, undoubtedly trying to resist the urge to agree.

“Okay, okay,” Peter said, looking around at everyone. “Here’s what we’ll need…”

…

In an instant, the quiet summer day in the cul-de-sac had gone from peaceful to terrifying.

Children from all around the block were running and screaming in a panic as the dark shapes still distant in the sky kept growing bigger, moving closer and closer. Already they saw laser blasts and heard explosions in the distance, unmistakably marking the planetary bombardment that was taking place in preparation for the main army to make planetfall. Each time another explosion sounded, the kids prayed silently again that they wouldn’t be next, that they would be good forever if they just weren’t next.

That is, except for one child, who was still manning a small stand he had built himself in the middle of the neighborhood.

“Ed Flakes! Get your Ed Flakes here!” he called out, as if nothing abnormal was going on at all.

Just as he continued calling out, another child, this one much larger and more panicked, rushed over. His sprint was so mindless and one-minded that the boy was almost worried he would smash right into his Ed Flakes stand before he skidded to a stop at the last second.

“EDDY!” he screamed, practically right in his ear. “We must take shelter, before the alien conquerors destroy our brains, and take our livers for harvesting!”

Greatly perturbed, Eddy smacked his friend across the face and kicked him away from the stand before shouting back. “Grow a brain cell already, Ed!” he shouted. “Ed Flakes has a boatload of selling potential right now, and we need to jump on it before it goes away!”

“But Eddy!” Ed responded, “The aliens will be here any second! Already they tear apart our planet with their explode-o-vision and-!”

“Oh, lighten up!” Eddy dismissed him once again before pointing off to the distant booming. “Those explosions ain’t coming anywhere near the cul-de-sac!” He then leaned over his stand and pulled Ed in closer before smiling his usual scam-hungry smile. “Once all the kids realize it, they’ll calm down and want to stow the hunger their panic caused them with a big bowl of Ed Flakes!”

With that, he went back behind the stand and pulled out a wearable display sign with ‘Buy your Ed Flakes! Now with 107% more sugar and 25% extra methamphetamine!’ written on it before shoving it over Ed’s body.

“Now get to selling, lumpy!” he ordered. “I wanna make a net profit today of at least-”

Suddenly, his ludicrous business plan was cut off by the sound of another boom. One that didn’t sound like an explosion… but was a lot louder. And closer.

Turning to look, Ed and Eddy beheld a sight that would’ve made any sane man realize they were done for. Only a mere 30 feet away, an extra-large Imperial shuttle had settled an AT-AT attached to its belly onto the ground. Loud clicks filled the air as the latches unlocked, and a moment later the transport flew away.

In that moment, the Eds were not sure what part of their new sight terrified them more. The numerous other shuttles in the distance that were coming in to unload equally deadly cargo… or the AT-AT turning its head right at their direction.

“... **RUN FOR IT!!!”**

No sooner had Eddy screamed it out than Ed had already grabbed him and was bolting for the house of their nearby friend. Neither of them looked back, even when hearing the signature stomping of the massive walker behind them. The only thought process their mind could bear to make was to run.

The door of their destination opened up, its occupant having seen their desperate charge. “Hurry!” Double D shouted. “I can’t keep this open for too long!”

The distance to the door appeared to get terrifyingly large as the Eds focused on making it there. No matter how fast Ed ran, all of them wished he could run faster.

Finally, they made it through the doorway. Double D wasted no time in slamming it shut and making sure the lock was secure as Ed and Eddy backed up as far as the dimensions of the house’s entryway would allow them.

The last thing they all heard before the door was closed was the sound of one of the walker’s gargantuan legs crushing the Ed Flakes stand and all the methamphetamine inside it to splinters.

…

“All right, let’s recap,” Steve said, looking to everyone as they formed a half-circle around him. “Palpatine probably already knows the Relic is here, so the majority of his forces will be heading this way. As such, we’ll have to remain in this area and just hope that SHIELD has the rest of the world well-covered enough.”

Everyone nodded. “Right,” Rocket said. “And the actual plan of attack?”

“Most of us will head out to the city in teams of three,” Steve continued. “We’ll try to cover as much ground between us as possible without spreading ourselves too thin. If it sounds like another nearby team is getting overwhelmed, head to their aid immediately, but make sure to cover your prior location soon after.”

He turned to Quill and Mantis. “You two will stay here and work on the secret plan. If Imperials come here, make sure you defend what you’re working on at all costs.”

Mantis nodded vigorously. “It is time to kick ass and chew bubbles!” she exclaimed.

Quill looked to her for a moment before shrugging. “Eh, close enough.”

Steve then turned to Tony. “We’ll need you to hotfoot it to Banner and explain to him what happened as quickly as possible. He’s got the best chance at taking out their walkers if they bring them to the city.”

Tony exhaled. “Right… Sure hope it works.”

“It will be important to coordinate with the police units as much as we can,” T’challa chimed in. “I will assist their forces in evacuating civilians from the city along with Maximoff and Barnes. Parker, Belladonna, and Maebara; you three will search the city for anyone who hasn’t yet started evacuating.”

Keiichi let out a nervous laugh. “Well… I guess I’ll be safer with them than just sitting here by myself.”

Blake frowned. “I don’t know. Wouldn’t it be smarter if team RWBY stuck together for this?”

“I know what you mean, Blake,” Ruby said, stepping forward, “But one huntress is practically a one-woman army on her own. We need to spread out to make sure we don’t have any weak points anywhere.”

Blake smirked at the team leader. “You just want to finally see Hawkeye’s bow in action, don’t you?”

“No I don’t!” Ruby insisted, balling up her hands in indignation. After a second of seeing some of the others looking at her and giving their own looks of disbelief, she relented. “Okay, maybe a little.”

Clint Barton chuckled upon hearing this. “Well, consider me flattered,” he said. “Just don’t get your hopes too high, miss. I doubt one guy with a bow and arrow’s gonna win the day.”

“Jeez, Clint,” Natasha said, throwing him a smirk. “Lighten up a little. Never known you to be someone who could ever resist bragging about your skills.”

Clint shook his head and sighed. “I know. It’s just… Tony’s not wrong about this. This plan gives us a chance, but it’s not a big one. A lot’s gonna have to go right if we want to succeed, and I do mean a _lot_.”

“Well, that’s the thing,” Ruby began, “There’s a lot that the Empire is throwing at us, but there’s a lot we’re gonna throw at them as well. The day doesn’t have to be won by one guy with a bow and arrow - it can be won by all of his friends and comrades too.”

Everyone started gathering around Ruby as her speech continued. Even the ones who had previously kept looking nervously out the window at the approaching army was suddenly now entranced by what she was saying.

“That’s how any of us has managed to win, even before all this - it was never just one of us by ourselves. We had people we could trust to help us, and make sure we didn’t have to walk this path alone. Doesn’t matter if you’re a huntress, an Avenger, or just someone with a regular life most of the time. You’ve all known someone who will have your back no matter what. And now more than ever, that hasn’t changed.”

The deafening booms of the Imperial bombardments seemed to fade into the far distance as Ruby’s voice grew even louder. “The circumstances that led us all to this point - I know how crazy it seems; like the work of some mad god, or a portrait by a crazy artist, or a story by a 20-something manchild writing it to distract himself from the pain of working in a supermarket deli. But none of that matters now… all that matters is that we’re here, at the end of the world, and we can count on each other to get the job done, or die trying.”

She looked to the Relic, which Weiss had placed on a nearby coffee table. The blue of its highlights continued shimmering, clear to even the ones standing furthest away from it.

“Because some things… are just worth fighting for.”

For a moment, no one spoke. Silence was all that the air could embrace.

Then, at last, Clint started chuckling. “All right, if you wanted me to feel better about my bow, you didn’t have to make a whole speech.”

He walked closer to Ruby. “Still, you sure know how to make ‘em. I’m with you on this.”

No sooner had Ruby smiled with him than Thor stepped to her as well. “It appears your tongue is made of silver in addition to your eyes, young huntress. I would be proud to lend Mjolnir’s strength to your side this day.”

Bucky cocked his rifle. “I made a promise a long time ago that I’d never be someone’s prisoner again. I’m gonna go out screaming… and I’ll make sure they do too.”

Tony held up his hands. “All right, all right, I get the message - I’ll stop being so gloom-and-doom. But if I die, no Christmas card for you. Or whatever you people celebrate on Remnant.”

Wanda held out her arm, letting psionic energy dance along her fingertips. “We’re with you on this, Ruby. You and your friends.”

Sam took out his machine pistols and started reloading them. “Always up for blasting some more Imperials.”

For the first time since coming to Earth, Qrow grinned from ear to ear. “Dang, kid, you really know how to motivate ‘em, don’t you?”

Ruby beamed at him. “I learned from the best!”

Qrow snickered. “Then you’re gonna fight with the best too. Feel like showing your dear uncle how far you’ve come?”

“Uh, I’m gonna fight too!”

Ruby and the others turned to see Parker speaking up. “Yeah, I know I kinda lost it back there, but, uh, I’m good now. And I’m gonna protect my city!”

When no one responded, he continued. “I mean, I’m the friendly neighborhood Spider-man! It’s in the name, right?”

Yang cocked her head. “Wouldn’t this make you the friendly _city_ Spider-man?”

Parker blinked a few times before awkwardly scratching the back of his head. “Well, uh… okay, _maybe_ this isn’t the best time to talk about accurate naming, Yang.”

Yang and Ruby couldn’t stop themselves from snickering at this, and before too long everyone else started laughing as well. Even Parker found himself laughing in spite of himself, though no one laughed harder than Drax did, despite knowing barely anything about why the Spider-man had to restrain himself to only a neighborhood or city.

Suddenly, everyone started hearing a much darker, rougher laugh coming from the far side of the room, which only grew greater in presence and power as everyone else’s laughter died down.

They turned to look, and saw Venom’s symbiote forming over Eddie. They both appeared to be laughing together, but they only got a second’s look at Eddie’s grin before Venom enveloped it, his piercingly large teeth forming the most intimidating smile out of all of them.

 **“Stark is right,”** he said. **“We’re all going to die.”**

The room fell silent again. Everyone was waiting to see what Venom would do, a few of them expecting him to suddenly turn on them.

At last, he tilted his head slightly. **“What the hell. We’re in.”**

Relief flooded the crowd. Ruby even started smiling with him. She then turned to Weiss.

“How about you?” she asked. “Feeling up for this?”

Weiss looked contemplative for a moment. Then she looked back at Ruby.

“Of course I am,” she said with her usual brand of confidence. “It would be unbecoming of a huntress of my caliber to sit out a fight such as this. I’m in too.”

Ruby smiled even wider. “Oh Weiss, I knew you could do it!” she shouted, immediately rushing in and tackling her teammate with a hug.

“Woah!” Weiss exclaimed, surprised but not exactly rejecting her affection. “Okay, Ruby, I get it. Can we save this for later?”

“Aw, come on,” Yang said while walking over, “Time for a team hug!”

Ruby and Weiss’ embrace was then joined by Yang and Blake, who were both chuckling as they joined in. Weiss couldn’t help but smile herself - even after all the insanity she’d had to endure over the day, it felt good knowing that her teammates were still with her.

That is, until Scott spoke up.

“Okay, guys?” he said. “I think there’s one very important thing we’re forgetting! What are we going to do about _that_?”

He pointed to the Relic. Everyone who gazed upon it still found themselves gravely unsettled with how it could appear both organic and mechanical and yet neither at the same time.

Qrow narrowed his eyes and turned to Steve. “He’s right. Just leaving it here while we all go out to fight isn’t a very safe bet.”

Steve nodded. “Agreed. The only option is for one of us to carry and hide it ourselves; someone who can easily avoid Palpatine should he come near.”

“And who’s that?” Natasha asked.

Steve looked around the room.

“Well… first of all, this should be obvious, but it won’t be easy…”

…

Everyone around him was screaming and running. And so was he.

Nat Paterson had no idea why the Empire was approaching New York or why the troops making planetfall had already started storming the place, but he didn’t bother questioning it. All that mattered was doing the same thing as everyone else: which is to say, running and screaming.

He felt a bit bad about leaving behind his postman’s bag - he had no idea if the car it was in was still intact or not - but no amount of letters he had to deliver would be worth more than his own life. He was no fool - there was no point in pretending that regular order was around anymore when lasers and explosions were all around him, and he wouldn’t expect the police to assist him in keeping the bag safe when they were barely standing firm against the Imperials themselves.

That was the other benefit to running away; he couldn’t see all the death happening behind him. Neither the civilians being mercilessly swept aside by the Empire nor the police officers being gunned down where they stood had to be burned into his visual memory. He didn’t know how many of them had fallen already, but he didn’t want to know. He already knew the important thing: that unless some real help arrived soon, they wouldn’t last long.

Unfortunately, when an AT-ST rounded a street corner right ahead of where he was running, he realized that neither would he.

It was only in his fit of panic that he skidded to a stop. It didn’t matter either way - with the blaster cannons already training on his direction, he was practically dead already. All that was left was to close his eyes and wait for the end…

...But the end refused to come.

He heard what sounded like a rifle shot - too foreign for anything the Empire would use - and then the sound of sparks and malfunctioning electronics.

Opening his eyes, he saw the AT-ST again, but now not moving at all, and with arcs of electricity jumping all around it. A few seconds later, a distant whine sounded, and a pair of energy blasts hit the walker in its legs. The force alone was enough to send it tetering, then toppling clean over. It hit the ground with a booming clang, one that earned plenty of gasps of shock from the nearby onlookers.

Turning to the left side of the street intersection to see what had toppled the mammoth marauder, Nat saw the familiar sight of Iron Man, with his palms pointing right to where the walker had been, and the unfamiliar sight of a girl with a black-and-red outfit and an oversized rifle, pulling back the bolt and ejecting a spent casing.

Just as Nat was taking in what was happening, he heard other significant impacts as well. Turning as he heard them, he saw Thor and a girl with golden-blonde hair landing side-by-side hard enough to create cracks in the pavement. Loud breathing and stomping gave the sign of Venom’s approach, as did the engine roaring of War Machine. Drax the Destroyer, Black Widow, Falcon - them and so many others were now on the scene, including a few new warrior women no one had recognized before.

And now, viewing these people in the flesh at this moment, they knew something that changed the whole situation.

The Empire was in for it now.

Ruby turned to Steve as she stepped up to his side. “Well, Captain?”

Steve looked down at her and smiled. “You want to do the honors?”

Ruby’s mouth went agape with surprise and excitement. “Can I really?!”

Steve turned his head and gestured forward. All the confirmation she needed.

Grinning wide, Ruby nodded before stepping ahead of the group. She unfolded Crescent Rose into its scythe configuration and pointed it forward before speaking.

“Avengers! Team RWBY! Present company!”

She looked forward at the battle ahead, steely determination in her silver eyes.

“ASSEMBLE!”


	14. Climaxing All Over the Place

New York City had become an absolute madhouse. Fires and explosions threw debris everywhere, the police and local SHIELD forces desperately tried to fend off the invading Imperials while protecting whatever civilians were nearby, and the Imperials were blasting whatever they could - officer, citizen, and building alike. Even the skies themselves had surrendered to chaos, as TIE fighters strafed the ground while doing battle with the rapidly scrambled SHIELD tac fighters, bringing white-hot death directly from above.

One in particular had set its sights right for the Sanctum Sanctorum, the pilot easing his cockpit’s view just right so the building was in the dead center as it rapidly approached. His thumbs began to press further down on the buttons of his control stick, preparing to open his fighter’s fury upon the building.

He never got the chance to, however, as a distant whine heralded the burst of a large transistor-fired beam that hit the TIE right in the center. The thin plating of the craft was no match for the raw power of the beam, and it exploded in a deadly fireball in an instant, reduced to only harmless smithereens that scattered over the city street below.

James Rhodes relaxed his arm upon seeing the destruction of the threat, and returned the energy of his jets to actively pursuing another TIE, rather than continuing to hover around doing nothing.

“You’re welcome by the way, doctor fantastic,” Rhodes said, letting lose his gatling gun’s ammo into the back of his target.

“Doctor _Strange_!” Strange corrected, barely missing a beat as he wrapped his Crimson Bands around another Stormtrooper and swung him aside.

“Whatever, man,” Rhodes said. “So many of you these days, I can barely keep track.”

Natasha opened her mouth to speak, but stopped herself in time to focus on dodging yet another volley of blaster bolts. She wasted no time in gunning down the offending troopers as soon as she got the chance, only allowing herself a reprieve so she could reload her pistols.

“How about we save the name debate when there’s no longer any Imperials around?” she suggested. “Hard enough to fight without hearing a bunch of kids arguing.”

“Come on,” Rhodes said as he continued his bead on the TIE. “How long have you been an Avenger, again? You of all people should know we never miss a chance to- WOAH!”

The TIE suddenly caught alight and exploded, catching Rhodes off guard. He barely had time to stop himself before he shot right through the thick smog of the blast, blinding him for a brief moment. He stopped and hovered to let his vision clear up and take a breath, before blinking and noticing how many more ships were approaching the city.

Despite the good fight that the Avengers and SHIELD were putting up, it was clear as day that they hadn’t made any sizable dent in the Empire’s forces. The behemoth Star Destroyers, close enough for their massive forms to settle in the clouds, were continuing to expunge wave after wave of TIEs and shuttles, and the SHIELD fighters were only doing so much to whittle them down. While the Destroyers themselves were taking a considerable beating from Earth’s artillery and cannon fire, any fool could realize that they could dish out even more of whatever it was they were taking long before one of them went down.

Rhodes was so lost in the sight that he didn’t fully register Natasha’s voice in his comm, asking if he was okay.

“Rhodey, answer me! Are you still there?” she asked.

Rhodes closed his mouth, realizing it had been agape. “Yeah, I’m here,” he responded. “You’re right. We’ve got a long day ahead of us.”

…

Tony burst through the front door of Bruce Banner’s house. Literally. He was going so fast in his rush to get there that he shattered the door apart as soon as his iron suit made contact and he didn’t even slow down to take in what had happened. That poor door.

He continued his high speed flight through the corridors of the building, and before too long, he saw the entrance of just the room he was looking for - the bedroom, where his computer had detected Banner was in.

Tony slowed down enough to avoid breaking down another door and opened it, landing once he was inside. Immediately, he noticed the pitiful state Banner was in - he was slumped over as he sat on the bed, and his disheveled hair and tired eyes made it look like he hadn’t slept in a long time.

“Bruce!” he shouted as he walked over.

Banner turned to look at Tony. “Hi, Tony.”

“Look, man,” Tony started as he retracted his helmet, “I don’t have much time to explain, so here we go. The Empire’s here, the Relic’s been born, and everything’s going to hell. That means it’s Hulk time, man. It’s time to smash things!”

As expected, Banner shook his head. “Tony, after what happened, I just can’t-”

“It wasn’t your fault, Bruce,” Tony explained. “We got a doctor who said that Mater was infected with a parasite or something that made him go crazy - there’s nothing you could’ve done!”

“Yeah… Hinamizawa Syndrome,” Banner said, turning to him suddenly.

Tony was taken aback, unable to say anything for a bit. “You… you knew?”

Banner nodded. “Of course I did. I’ve helped people from all over the world fight all kinds of diseases - you think I didn’t want to learn about all of them?”

Tony cocked his head, more confused than ever. “Well… I don’t get it. Why are you here, looking like this, when you know it wasn’t your fault-”

“It _was_ my fault, Tony,” Banner cut him off. “I still killed him, okay? That was me - ME. The Hulk is just another part of me, there’s no deflecting that.”

Banner turned back to the ground, sadly shaking his head. “I knew what was afflicting him, and yet I still killed him anyway. What reason is there to bring the Hulk out again? So we can kill some more? It doesn’t matter how many people we save from the Imperials - if someone dies again, that’ll be on me.”

“Bruce, we need-”

“No, you don’t,” Banner sharply turned to him again. “You need a hero. Not a killer.”

With that, Banner turned back to the floor. “I appreciate what you’re trying, Tony, but… it’s best if I’m alone.”

Silence filled the air for a bit. Then, finally, Tony shrugged.

“All right. I get it. You wanna be alone. Cool, cool. Yeah, that’s totally understandable, we all need some alone time… well, in your case, it’s more of a self-imposed time-out, but you get the picture.”

Tony stepped a bit closer. “See, here’s the thing, though - you’re not gonna be alone. Not now, and not ever.”

Banner shook his head and gave an annoyed exhale. “Tony, I really mean-”

“No, no,” Tony held out his hands, “I’m gonna leave, okay? Gonna step right out and keep kicking Imperial butt regardless of whether or not you want to come along. But you’re still not gonna be alone.”

“You know, that Ruby girl,” Tony continued, “She went on this whole speech before we started fighting - it was pretty good, nothing on the caliber of Rogers, but good nonetheless. But the whole point of it was that none of us have been alone in what we’ve gone through. We all had people helping us through things and making sure we’d be fine. I had Pepper, Steve had Sam, Strange had that… weird, sentient cape-thing… and _you?_ You’ve been the least lonely person of all.”

“That big guy? He’s a part of you, and he’s your best friend at the same time. You’ve kept him outta trouble and helped him think through things, and _he’s_ kept you from dying by taking whatever punishment he can and dishing it out ten times harder. Best part is? He’s always with you. Only other guys I know like that are… well, Eddie and Venom, and you’ve handled things a _lot_ better than they have.”

As Tony turned to leave, he looked to Banner one last time. “That’s what he was doing, Banner. He wanted to protect you from what happened to Mater, just as much as you both wanted to protect everyone in the facility. And that’s why I know you’re gonna be fine. Like it or not… you’ve got a friend in you.”

With that, Tony stepped out, leaving Banner alone once again. Though now, he knew that he couldn’t really call himself “alone” at all…

…

“Guys, over here! The door’s blocked off!”

Keiichi Maebara called urgently to his comrades, prompting them to redirect their attention to the building he was pointing to. Peter Parker and Blake Belladonna quickly swung over upon neutralizing the Stormtroopers that had kept them busy, landing right in front of the good doctor. Just as he said, a fallen piece of debris had landed in front of the entrance, which was especially bad for whoever was calling out for help inside.

“Stand back!” Parker said, shooting out a pair of web ropes onto the debris. As Blake and Keiichi stood aside, Parker grabbed tightly onto the webs and pulled with all his might, loosening and prying forth the blockage before too long. The debris flew over his head and onto the street behind them, the long end managing to hit a Stormtrooper right in the groin and ensure that he would not be able to bring any Imperial babies into the world.

“Come on, we need to find them!” Blake commanded. She, Parker, and Keiichi then marched into the apartment.

While the building had not been overtaken by fire just yet, plenty of areas were already burning, and there was no doubt that the air would start getting uncomfortable to breathe in before too long. From the looks of things, most of the occupants had gotten out already, but any number lower than the total amount was still too low for the heroes. They desperately began searching, hoping to rescue the citizens as soon as possible.

“Hello?” Parker yelled from the foyer. “It’s okay - the exit’s cleared! We’re gonna get you out of here!”

A moment passed before the group heard shuffling footsteps from up above. The echoes of the feet marched above them all the way to the top of the stairs on the left side of the room, where the people who had been calling for help made themselves visible. The gang found themselves looking at a woman dressed in business casual, a child wearing baggy jeans and a striped shirt, and a man wearing a T-shirt saying “I was an extra in Horrible Bosses 2, and all I got was this shitty-ass T-shirt”.

“Quick, you need to move!” Blake said. “The police are evacuating everyone from the city!”

The people quickly moved to follow the group out of the apartment building, making it right through the front door just as they heard the stairway collapse.

“Oh, thank you so much!” the woman said, resting her hand on her chest and wiping sweat from her forehead.

“No worries,” Parker replied. “Are any of you hurt? Do you need medical help?”

“I- I think we’re fine,” the child stuttered.

Giving them a quick look-over, the group was glad to confirm that he was indeed correct. Parker then pointed to a trio of police officers nearby, who were in the process of looking for other citizens to escort. “You should go to them - they’ll help you out of here. We need to keep looking for others.”

“Right, thanks!” the man in the Horrible Bosses 2 shirt said. With that, he and the woman led the child over to the officers, who quickly formed a protective perimeter around them once they’d gotten their attention and began leading them out of the city.

As she watched them move out, Blake turned to Parker. “Think we’ve found most of whoever’s still trapped by now?”

Parker shook his head. “No way. This is New York City - we’re not even close to being done.”

Blake gave a solemn nod. “Right. Guess we’d better keep going.”

Just as Parker was about to shoot out another swinging web, Blake stopped him. “Hey,” she began. ”However the Relic came to be, don’t blame yourself for it.”

Parker looked at her in her amber eyes as she continued. “You’re a good guy. I can see why Weiss likes you.”

“Oh,” Parker said, not sure how to respond. “Well… thanks!”

With that, he shot his web and launched himself in the air, getting right back to swinging. Blake followed suit, extending the grapple ribbon of Gambol Shroud and tossing it forward onto a nearby building ledge, using it to gracefully propel into the air just the same as Parker.

Keiichi, meanwhile, was stuck just running behind them as best as he could. Which he had already been doing the entire time he’d been with them.

“That’s it,” he gasped, “When I get home, I’m definitely taking Mion’s advice to join the fitness club.”

…

Another AT-ST found itself crumbling to the ground as Mjolnir ricocheted between its legs, smashing them in short order. The head of the walker was crushed by its own weight as it hit the hard pavement of the streets, happening only a couple seconds after the hammer had floated back to Thor’s hand.

The Asguardian laughed. “There is nothing to worry about! They may be large, but they are felled just as easily as any giant from Jotunheim!”

Yang blew away another Stormtrooper with a blast from Ember Celica before turning to Thor. “Well, I hope you’re prepared to do it a lot today. There’s just no end to these things!”

“Yeah,” Sam chimed in, strafing another squad of Stormtroopers with machine gun fire as he flew above. “And I doubt they’re the toughest things the Empire’s gonna throw at us anyway.”

Thor chuckled as he spun around Mjolnir. “Fear not, my friends!” he bellowed as he leapt into the air, far above many of the buildings surrounding them. “The strongest Avenger never backs down from a challenge!”

A bolt of lightning raced down from the heavens and struck the hammer. Thor himself appeared to be charged with magical energy as he flew down into a gaggle of Imperial troops a short distance away and brought his hammer upon the ground they stood as he landed. They didn’t even have a chance to fire a single shot before they were all blown off their feet, an explosion of lightning bursting all around the Asgardian. Some were scattered into the street, while others were knocked hard against nearby buildings. Thor was the only one on the now-cracked pavement still standing.

But before he could prepare another taunt, a loud, metallic stomping cut him off.

Turning to see what it was, he felt his breath give way, not even noticing Yang and Sam coming up behind him.

“Hey, man,” Sam started, “Did you hear tha-”

He too, was paralyzed by the sight in front of them all - an AT-AT slowly making its way down the street they were standing in.

There were other AT-ATs outside the city, of course, but those were all being pre-occupied by Earth’s military forces and tac fighters. Somehow, this one had managed to slip into the city without being hindered. Clearly bad news for everyone.

Thor furiously began swinging his hammer around before throwing it forward with a shout, aiming right for the mammoth walker’s legs.

To his horror, while it bounced around between them again, they saw that the armor was too tough for even Mjolnir.

When the hammer returned to Thor’s hand, he looked back up to see the AT-AT training its giant cannons right at the group.

“RUN!”

Yang’s shout finally pushed them into turning tail and fleeing just as it began opening fire. Thor happened to be the unlucky victim too close to its blast radius, finding himself flung forwards and tumbling over back onto the hard road.

He groaned as he picked himself up and blinked as he saw the walker taking another step forward and aiming at him once again.

But before it could shoot, a loud, guttural roar sounded.

Seemingly out of nowhere, a large, green object careened through the air and hit the walker right on its head, forcing its aim downward. Taking a closer look, Thor noticed what the object was.

“...Banner?”

Indeed, the Hulk was now on top of the AT-AT’s head, growling and smashing away at the hard surface of the neck connecting the cockpit to the rest of the walker. With a few more bashes, the cockpit broke loose and fell to the ground, taking the Hulk with it. Though the knees buckled under the sudden force, the others saw to their great relief that body simply stopped in its dead state, not toppling over into any of the nearby buildings.

While the dust settled, the Hulk jumped out of the debris and landed right in front of Thor, prompting him to quickly get to his feet while Sam and Yang came back to him.

“Hulk,” Thor said in shock, “You’re back!”

The Hulk grinned. **“Hulk likes the Empire,”** he said. **“Make lots of machines for Hulk to SMASH!”**

With that, he turned back around and jumped off, looking for more large walkers to… well, smash.

As Thor watched him bound away, he broke out of his stupor when he saw Yang run past him, seemingly towards the husk of the AT-AT.

“Wait, what are you doing?” he asked.

She turned and grinned. “Following the strongest Avenger, of course.”

She turned back and fired her gauntlets at the ground, rocketing her right into the air in the same direction that the Hulk went.

Thor looked at her with an insulted look on his face before seeing Sam take off into the air and follow her lead. “Sorry, man,” he said.

Thor sighed and shook his head. He spun around Mjolnir and whipped it forward, letting the propulsion carry him into the air behind his teammates.

Whatever. He could easily show them that he’s still the strongest Avenger after all.

…

Steve Rogers had just caught his shield after tossing it into another Scout Trooper’s face when he heard Sam over the comm channel.

“Hey Steve, the big guy’s back! Whatever Tony said to him, it worked!”

Steve smiled in relief. “That’s good to hear. Let’s not use it as a reason to slouch on our own efforts, though.”

With that, he quickly ducked behind his shield as a barrage of blaster bolts came upon him, directly from a squad of Stormtroopers marching in his direction. Thankfully he didn’t have to wait long for rescue, as a single arrow landed right in the middle of the group before exploding, blasting them all aside.

Steve stood up and saw Clint Barton pull another arrow out of his quiver, nocking it at the ready. “No matter who we’re fighting,” he said, turning to Steve, “it always feels like I didn’t bring enough arrows.”

Ruby quickly turned around after shooting down another Imperial, turning her gaze right to Clint and his bow. “Hey, do it again!” she shouted. “I didn’t see it!”

Clint gave an exasperated sigh and shook his head. “I’ve done it so many times already,” he said, holding out his arms.

“Yeah, but each time is cooler than the last!” Ruby exclaimed.

Clint pursed his lips and turned to Steve. “Well, having a fan is definitely a new experience. Didn’t think it’d be like this, though.”

Just before Steve could reply, the recognizable clunking of an AT-ST was heard by all of them. They turned in time to see one begin to turn into the street they were on, blasting the unprepared police officers in front of it as they desperately ran for cover.

Ruby looked to Steve, seriousness across her face. “Captain,” she said, “gimmie a boost.”

Without question, Steve knelt down and held his shield above him. Ruby immediately started running and jumped once she was close enough to the vibranium disc. As soon as she landed upon it and bent her knees to jump, she quickly aimed her rifle at the shield and fired, combining the kinetic force of the shot with Steve pushing her upwards to soar right towards the distant walker.

As Ruby entered the apex of her flight, she extended Crescent Rose into its scythe form and activated her Semblance, rocketing towards the AT-ST’s legs at unfathomable speed. In a split second, she drew her scythe across its left leg once she passed it, landing with sudden force directly behind the metal beast.

It stood still for a moment, then the remaining bits of metal holding the leg together broke apart as the lower pieces collapsed, followed by the walker itself giving way to its new state of unbalance and toppling over on its side, smashing the firing systems.

Steve and Clint could still see Ruby standing in her post-flight pose as the dust flew around the walker, almost appearing in a zen-like state. That is, until she stood back up and smiled at the two Avengers, resting Crescent Rose on her shoulder.

“That was so cool!” she shouted, pumping a fist into the air. “Please, we have to do that again, Captain America!”

Steve couldn’t help but chuckle at the energy of the young huntress. However, once again he found his response interrupted, this time by the sound of Scott Lang speaking frantically into the comm channel.

“Steve?! Hey, Steve!” his voice came.

“I’m here, Scott,” Steve responded. “What’s the situation?”

“Uh, it’s Palpatine! He’s here!”

Steve felt his heart jump for a moment. “Copy that. Are you still hidden?”

“Yeah,” Scott responded. “I’ve been shrunk almost this whole time. He probably doesn’t even know I’m- wait, what?!”

Steve began feeling his blood run cold as Scott’s voice became much more panicked. “Oh shoot! How did he see me?! What the- nonoNONO!!!”

Scott was no longer speaking into the comm. Steve knew just then how much more dire their situation had become.

“Attention, anyone who’s near Scott’s position,” he spoke to everyone listening in, “he’s in trouble. Drop whatever it is you’re doing and go help him. Palpatine cannot get the Relic, no matter what.”

…

Holding Scott by the throat, Palpatine could easily see everything he was thinking of right at the moment.

He was wondering how Palpatine could’ve possibly seen him while shrunk, how he could’ve manipulated his suit in such a way that re-grew him, and how he managed to pull him into his grasp so easily.

It was quite pitiful, really. Someone with such mastery over the Force would have never been fooled by someone with such limited understanding of it.

Palpatine laughed. “So… they placed their hopes for this world with you, _Ant-man_.”

“Let… go! Let… go!” Scott shouted, desperately hitting Palpatine’s arm in an attempt to break free.

“Save your struggling,” Palpatine said. “I want you to have enough energy to watch me crush your pathetic world.”

With that, Palpatine brought out his other hand and began pointing it at Scott’s utility belt. Scott looked down and saw one of his blue Pym Particle disks levitating out of the pouch on his belt, along with the miniscule object coming out of another pouch.

“No!” Scott shouted in a panic. “No no no, don’t take that! You can’t-”

Palpatine suddenly threw Scott aside with startling force, sending him careening right into the side of a dumpster. Pain exploded across the back of Scott’s head as he slammed right into it, making him double over and wince.

He opened his eyes to see the horrifying sight of Palpatine bringing the Pym Particle disk into the object, growing it into its full size.

Palpatine caught the Relic and admired it in his hand. It was true what the people of Remnant had said about Relics - he could feel the power brimming from it to an overwhelming degree. In his mind he felt the presence of every single one of the thousands of Klaxosaurs slumbering within the Earth… the perfect army to conquer the galaxy with.

He grinned his horrible grin as he continued looking it over. “How quaint… the Klaxo-Relic is modeled after the legendary chariot of their saviors. Fitting… now that it shall become the chariot of my victory!”

With that, he began holding it above his head, feeling its power run through him. Power for him to channel.

Scott, still barely able to move, watched as Palpatine raised the Relic. For a moment, nothing happened… until he heard the sound of rumbling and roaring coming from all around.

He desperately turned his eyes, trying to find the source, but could see nothing at first. However, it wasn’t long before the thing making the noise burst out of the ground in the far distance… or rather, the _things_.

Similar to the Relic, they were black with blue highlights and looked like mixes of organic and mechanical material. Unlike the Relic, however, they were gargantuan in size. They appeared to be dinosaur-like in their shape, yet they didn’t look like any kind of dinosaur Scott had ever read about. They shuddered and rumbled as they burst out of the ground, trying to find hold upon their shaky ground during what was definitely a rude awakening.

Hearing a roar that was a lot closer, Scott turned to the side and looked across the East River, where the building behind him and the dumpster was right next to. There was a gigantic splash in the middle of the river as another large thing began rising out of it, and as Scott saw it rise higher beyond the water it was splashing around, he noticed that this thing looked a lot more like a giant cannon, pointed right at the heavens. He didn’t know if it was a creation of the things rising from underneath the Earth (what was it he’d heard Qrow call them, again? Klacks-a-soars?) or another sub-breed of the things on its own, but one thing was certain either way: they were all in BIG trouble.

“Amazing,” Palpatine shouted, “Absolutely incredible! After so long, unlimited power is finally mine-!”

“I don’t think so!”

Palpatine found himself cut off mid-speech as a web suddenly attached itself to the Relic, pulling it out of his hands before he could even react. He turned furiously to see the culprit, and found himself staring down Spider-man, who caught the relic in his hands as it sailed through the air to him. Standing to his side was Weiss Schnee, holding Myrtenaster in a ready position with a deadly furious look on her face.

“Now you shall know,” she announced, “what will happen to anyone who dares kidnap a child of the Schnee family!”

Peter Parker nodded confidently as he gripped the Relic… before turning to her with confusion.

“Wait,” he asked, “are you saying _I’m_ going to take your last name?”

**Notes for the Chapter:**

> This is it: the final battle against Emperor Palpatine! Can Spider-Man and Weiss Schnee buy enough time for Mantis and Star-Lord's gambit to work? What will the arrival of the Klaxosaurs mean for our heroes? Will Skipper live to keep his promise to young Private? And why am I asking YOU all these questions?
> 
> Seriously, I wrote the damn thing, I already know all the answers.


	15. Venom Straight-Up Eats a Baby

Peter Parker took only a second to web up the Relic against a nearby building before he and Weiss charged in to face Palpatine.

As expected, Palpatine opened up with a blast of lightning that would’ve charred the duo had Peter not jumped aside just in the nick of time. Weiss jumped as well, but instead used her momentum to carry her closer to Palpatine, diving in to thrust Myrtenaster right at the Sith lord.

He activated his lightsaber just before the blade got too close and parried her strike. He immediately began dishing back some attacks of his own, the Huntress managing to deflect them all admirably well, but not enough to dissuade him from advancing forward, forcing her to back up to avoid being overwhelmed. However, his advance was sharply interrupted by Parker coming in with a kick from the left before he could detect it, and Weiss managed to land a slice on his left arm before he could recover.

“Yeah!” Parker shouted as Palpatine yelped in pain. “That’s how we deal with child kidnappers on Earth-”

His taunt was suddenly cut off by Palpatine force-pushing him into the building right next to the dumpster Scott was still curled up against, knocking the wind out of him. He then turned just in time to block Weiss’ next strike, then discreetly force-pulled a set of nearby crates into Weiss as well, knocking her down.

He walked over to her as he continued concentrating the Force on the crates, keeping her pinned. “You are the first nuisance I must remove by my own hand,” he said as he raised his lightsaber to finish her. “I will enjoy this.”

But just before he could strike, a pair of webs came from beyond his vision and stuck his hands to his chest, the beam of his lightsaber only centimeters away from his robe.

“I’ll enjoy _this_ more!” Parker yelled, running around and covering Palpatine with more and more webbing. Soon his feet were tied up as well, and then became stuck to the ground. His legs became cocooned entirely, as did his stomach and chest, before most of his body was completely covered in sticky webs. His hold on the crates was broken, and Weiss quickly got up from underneath them.

Just before he was entirely enveloped, though, Palpatine gritted his teeth and began concentrating. His eyes started glowing a dangerous dark blue, and Parker and Weiss could practically feel the power radiating off him. A second after his face was webbed up… it lashed out.

A gigantic wave of Force energy blasted the webs apart and knocked Parker and Weiss to the ground. Lightning sparked off Palpatine sporadically as he reactivated his saber, a look of pure rage on his face. He walked over to Parker, determined to finally end him.

“I should have captured you both and locked you together _long_ ago!” he shouted. “Now… you have served your purpose, and will irritate me no more!”

Weiss picked herself off the ground, fortunate enough to have her Aura still intact. She looked over to Palpatine and bore the foreboding sight of him charging up a blast of lightning in his hands, preparing to fry the lovable spider alive. Thinking fast, she spun the dust chamber on her rapier until it landed on the yellow color. Her eyes set ahead, she bolted forward.

Just as Palpatine discharged his blast, Weiss rushed between him and Parker, Myrtenaster held up in front of her. She gritted her teeth and bent a knee as the weapon struggled to absorb all the lightning. Palpatine looked shocked for a moment before he narrowed his eyes and strained his hands forward, trying to overpower the Huntress and end the struggle.

At last, Palpatine’s vim was sapped, and he gasped in shock as the stream of lightning was broken. Weiss almost doubled over from the sudden release of tension, but forced herself to rise back to her feet. She glared at Palpatine for a moment before she wiped a small smudge of soot off her face and aimed her rapier right at him. She pressed the trigger… and let loose Palpatine’s fury right back at him.

Every bit of the Force-imbued lightning the blade had absorbed was unleashed upon the Sith. He screamed in pain as the power of it literally sent him flying backwards, arcing over the ground for several feet before landing and tumbling over ungracefully. Finally he stopped, smoke arising from both his robe and his skin as it continued smoldering from the lightning.

Weiss helped Parker back up right before Palpatine began standing up as well. They turned to see him looking back at them with pure fury in his eyes, still regaining his balance. “No… NO!” he shouted. “THIS IS NOT THE END!”

He then drove his palm into the hard concrete of the ground. A terrible rumbling sounded for a second or two before he raised it and thrust it forward. A large chunk of the concrete he had touched suddenly hurtled forward towards the duo. While Parker was quick enough to hurl himself over next to the dumpster, Weiss was not so lucky. The concrete slab caught her head-on, expelling a yell of pain from her lungs as it knocked her backwards before colliding with the building behind her, smashing the concrete to bits and sending cracks all through her aura. It was clear that she couldn’t take much more.

“Weiss!” Parker fearfully shouted. Suddenly, he heard a groan next to him, and looked to see Scott finally getting back up.

“Hey…” he grunted, “Hey, I’m good now! Come on, let’s take him down togeth-”

He was suddenly interrupted as Palpatine cut his hands through the air and shoved the dumpster right into Scott and Parker, earning a yelp of surprise from the two. The dumpster continued moving until it was right over the East River, sending it plunging into the water along with the two superheroes.

Wasting no time, Palpatine pulled his lightsaber to him and then threw it at the webbing that was still holding the Relic to the side of the building, pulling the lightsaber back to his hand almost as soon as he started pulling the Relic to him as well. He deactivated the lightsaber and put it back on his belt so he could hold the Relic with both hands again, preparing to channel its energy again. The Klaxosaurs off in the distance had been mostly dormant again, reeling over as they tried to get over the shock of having a foreign body command their minds, but they would not remain so for long.

Palpatine held the Relic over his head as he shouted furiously. “I… AM DESTINED TO INHERIT THIS ENTIRE UNIVERSE!”

Suddenly, he sensed something heading his way at a high speed. He turned just in time to see a micro-missile rocketing in his direction, giving him only a split second to extend one of his arms and begin slowing it down. To his relief it worked… but just as it slowed to a stop right in front of him, it remote-detonated, sending him tumbling backwards yet again as the Relic flew out of his grasp.

Scrambling to his feet, Palpatine turned as he heard a metallic clunk in front of where Weiss had been thrown earlier. The source of the sound glared at Palpatine as it stood up from its landing, aiming its arm right at the Sith lord.

“And I,” Tony Stark said, “Am… _sick of your horseshit_.”

…

“Just one more screw, and… there! All finished!”

Peter Quill came out from underneath the newly-modified Milano and stood beside Mantis, admiring their work on the ship. Thankfully the machine shop of Avengers Tower had been just big enough to accomodate the starship, and Tony Stark’s collection of tools gave them all the resources they needed to make the necessary adjustments to the old metal bird. Only Vision had stayed behind at the Tower to keep any Imperials who tried venturing near away, but thankfully it turned out that he was just enough, as Quill and Mantis had managed to work unmolested for the entire duration the battle across the Earth had been raging. By the way, can I just say that the term “unmolested” feels really weird when used outside a sexual context. I mean, molestation itself is a really icky subject, but somehow using the term to describe things that have nothing to do with it make it feel… even ickier somehow. Oh well, who am I to criticize the English language, right? I’m a dumb American who’s been using it all my life - now’s hardly the time to start.

Mantis looked intently at the new attachments to the Milano alongside Quill. “It is all ready,” she said.

Quill nodded and gestured at the ship. “I know, that’s what I said just now. ‘Cause, you know, I finished it-”

“Now we just need to bring it close enough to Palpatine,” Mantis turned to him.

Quill heaved a breath as he looked at her. “Yeah… about that,” he began, “Are you sure this is gonna work? I mean, this is pretty much Zero Hour - if this is anything less than “beauty in its purest form” like you said, then we’re cooked.”

Mantis looked crestfallen. “Oh… maybe it was a bad idea,” she said, turning her gaze downward. “It’s not like Star-Lord to doubt himself and his friends like that… unless he thinks it won’t-”

“What?!” Quill said with a shocked expression. “I’m not doubting us! No! We’re friggin’ awesome!”

Mantis looked back to him. “Are you sure?”

“Of course I’m sure!” he retorted. “Look, things may look bleak now, but we always pull through! I’ve made sure we get through things no matter how hard they are, and I’m not gonna give up now! Let’s do this thing!”

Mantis perked up, her mouth agape in a smile. “Hooray! I knew it would work!”

“Yeah!” Quill cheered. Then he suddenly looked at her with a confused expression. “Wait… what? Did you just say that so I’d-”

“Quill! Mantis!” Vision’s voice came in over their comms. “The Empire’s presence here is becoming overwhelming! However far along the plan is, it had better be nearly finished or-”

Static cut off the rest of his speech.

Quill and Mantis looked back at each other one last time before looking to the Milano again, now potentially the only thing stopping everyone’s destruction at the hands of Palpatine and Salem.

“Well,” Quill said, “Here goes nothing.”

…

Palpatine cast his furious gaze at Tony. There was no grand, intimidating speech this time. He wanted to be rid of these interlopers as soon as possible. Plain and simple.

He extended his lightsaber and lept at Tony just as he fired his first repulsor blast where he had previously stood. Tony jetted into the air and prepared another salvo of micro-missiles, firing them just as Palpatine ripped another chunk of the cement ground out and raised it right in front of him. His grip over the slab shuddered as it took missile after missile, before he finally threw it right in Tony’s way. Tony zoomed out of its path just in time, noticing Palpatine beginning to tear chunks out of the nearby building’s brick wall and start hurling them at him. Tony reacted quickly, weaving in and out between the path of the weighty projectiles and blasting out the ones that were too quick for him, but as a couple managed to breach his defense and collide with his suit, it became more clear than ever that he couldn’t last indefinitely.

“Star-Lord?” he spoke into his comm, narrowly avoiding Palpatine’s lightsaber as he tossed it as well. “Hey, Earth to Star-Lord; the preparations had better be finished!”

Tony fired back another repulsor blast that Palpatine ended up dodging, right before Peter Quill responded on his comm, much to his relief. “Yeah, it’s all finished! What’s your location?”

“I’m at this place right next to the East River,” Tony explained. “It’s this place that, um-”

He quickly turned and noticed a much larger part of the building was teetering and about to fall on him. Tony boosted his jets and quickly tried to escape, but the building started falling too soon, some of the debris catching him in the back and sending him to the ground, his metal suit clanging hard against the concrete.

“Damn it,” Tony said, picking himself back up. “It’s the place that looks like it’s being ripped apart by thin air! You can’t miss it!”

“There’s a lot of places being ripped apart, Tony!” Quill came back. “I barely even know this city!”

“ _Look for the lightning!_ ” Tony yelled. Right on cue, Palpatine shot a burst of lightning at Tony just as he started extending the nanomachines of his arm-shield.

Despite the protection the shield gave him, it proved useless against the electricity, which found no obstacle in arcing across the rest of his arm and onto his entire body. His suit’s electrical countermeasures proved useless against the Force-laden lightning, which overloaded and shocked every one of the circuits rather than supercharging them like he’d hoped.

Tony’s vision went blurry as he collapsed. The dark, fuzzy image of Palpatine walking forward was the most of what he could make out until he was able to see straight again, right when Palpatine had stopped only inches away.

The Sith lord glared right at him as he extended his lightsaber. He was heavily wounded and was struggling a bit more to lift it, but there was nothing stopping him from running Tony through and ending his life.

“I must admit,” Palpatine seethed, “It was quite vexxing to learn that Qrow failed in his mission and betrayed me. But it matters little now. After all,” he pointed his saber right at Tony. “...I will still achieve what I hoped for in the end.”

But as the red glow of the saber took up the center of Tony’s vision, something else caught his eye from the side - the arrival of the Milano, swooping in and blasting down a few pesky TIEs from the skies before hovering just over the East River.

Palpatine turned and looked, the unmistakable roar of the Milano’s engines breaking his focus. Though the look on his face was no less angry, Tony suddenly felt relief wash over him. Relief… and torturous anticipation.

On board the Milano, Mantis turned over to Quill in the cockpit. “We’re close enough, Peter!” she shouted. “Do it!”

Quill nodded and looked right at Palpatine. “Well… here goes.”

With that, he pressed a lone, newly-installed red button on the Milano’s control panel.

Tony, Palpatine, and Weiss looked to see the starship activating its new modifications. Two panels on the underbelly lowered slightly and moved to the side, opening a hole underneath the ship. From the hole emerged two peculiar devices… machines that appeared to be large loudspeakers.

For a second, nothing happened. The Milano continued hovering in a stationary position over the water, despite the awkward and cumbersome weight beneath it.

Then, a guitar riff began playing from the loudspeakers.

It was not loud enough to cause any ear pain, but it felt like it could reach across far greater than just the small area that the group was battling on. It could’ve been reaching across the entire block - heck, it could’ve been reaching across the entire city as far as they could tell. Anyone who could hear the tune no longer could think of the battle, or the Empire’s forces, or the shock of seeing the Klaxosaurs rise from the Earth once again. They could only think of the strange, yet melodious guitar riff they were hearing.

Then, the drums and bass guitar joined in.

While Tony and Weiss watched in amazement as the plan unfolded, Palpatine only scoffed. “What is this? What are you fools possibly…”

His voice trailed off as he began to fully take in what he was hearing. The sounds, the noise… no… the _melody_. The absolute melody of what he was hearing could not be blocked out at all. It enveloped his senses, absorbing him wholly and refusing to let go. The rhythm and flow kept changing, but no matter what form it took, it enraptured him all the same.

Then, it finally found a constant in its sound… and a voice joined in with the symphony.

_“Begin the day with a friendly voice,_

_A companion unobtrusive_

_Plays the song that’s so elusive,_

_And the magic music makes your morning mood”_

Palpatine fell to his knees, unable to bear it anymore. “What… What is this?! What am I hearing?!”

The entry ramp to the Milano opened, the autopilot activating as Peter Quill exited and floated directly above the river on his jet boots. “Spirit of the Radio by Rush!” he answered Palpatine’s question. “January 1st, 1980, _bitch!_ ”

Palpatine clasped his head and breathed heavily. “No… no, no no no NO! I cannot! It’s too… it’s… it’s…”

He looked up at the speakers underneath the Milano with tears in his eyes. “It’s… _beautiful_.”

_“Off on your way, hit the open road,_

_There is magic at your fingers_

_For the Spirit ever lingers,_

_Undemanding contact in your happy solitude”_

Suddenly, a gigantic Scott Lang emerged from the waters, carrying a dazed Peter Parker in his grasp. Despite the water he was splashing all around, barely anyone noticed.

“Hey, guys!” Scott said. “I got him! Spider-man’s okay-”

He then noticed what was happening, seeing Palpatine kneeling on the ground and desperately trying to wipe the tears from his eyes. “Oh… Oh, the plan!”

As Scott gently set Parker back down beside Weiss and started moving to shore to shrink back, Tony slowly stood up and walked over to Palpatine. Though his body was still highly fritzed out from the lightning, he found new strength to move again from the beautiful music.

“Well, Emperor?” he asked. “What do you think?”

Palpatine slowly turned up his head. “I… I…”

Then he started looking around him. He witnessed all the death and destruction that was happening around the city; TIEs blasting SHIELD fighters apart, Stormtroopers gunning down anyone they could see, walkers shooting chunks of stone out of the buildings they walked by. The Emperor witnessed the carnage that he had brought upon this planet… and found himself utterly repulsed by it.

Inside the Milano, Mantis turned off the speakers, seeing that they already had the desired effect upon Palpatine. It was a shame to cut it off so soon, but the Emperor deserved no more of its divine radiance.

“Is…” Palpatine struggled to speak, feeling his mind nearly turning over on itself from being so overwhelmed. “Is this what I have been working for all this time? Bringing such darkness to worlds of such beauty?”

Weiss slowly walked over to Palpatine as well, trying to shake off the shock that was still lingering from being thrown into the building. “Take a good, long look at this,” she said without pity. “This is exactly what you brought upon Remnant… and what I’m certain are countless other worlds too.”

Palpatine shook his head and stared back at the ground again. “No… No, I cannot bear this. I cannot bear to live like this… with the knowledge that I have wrought so much destruction, eliminating what may have been so much love and life.”

Parker stumbled over to Weiss’ side as well, placing his hand upon Palpatine’s shoulder.

“It’s not too late,” he suggested. “You can still call off the attack - take your forces away from this place! You can still turn over a new leaf!”

Palpatine turned to look at him, his face completely red. “Maybe… but what if they don’t listen to me anymore? What if they decide I am not fit to lead the Empire, and continue the attack?”

“They will listen,” a voice came from behind them. The group turned to look, and saw Steve Rogers approaching them from the streets, with Ruby Rose in tow.

“They have been taught to believe that their leader’s word is paramount, no matter what,” Steve continued explaining. “If they see that the most powerful man in the Empire is commanding them to cease, then they will.”

Palpatine looked down slightly before looking back at Steve. “I am not so sure, Captain. Though… I do not think any of them understand how to use the Relic. At the very least, I can help keep it-”

“NO!”

Before Palpatine could finish his thought, a spear of pure light emerged from out of nowhere and impaled him in the chest. His eyes went wide as he felt the projectile penetrate his skin and pierce his organs. The Emperor’s remaining time on his knees seemed to slow down and extend past reality, until he felt himself fall onto his side, the spear dissipating soon after.

The group gasped in horror as they saw Palpatine collapse, blood quickly beginning to pour from his wound. They then turned to look at the source of Palpatine’s assailant, finding none other than the small black cat that had been the nemesis of team RWBY for far too long.

“I did not come this far… just to watch my plans thrown away because of an ally’s cowardice!” Salem shouted furiously.

Just as the Avengers and Huntresses began to charge the feline mage, he slammed a single paw down into the ground. Powerful shockwaves emanated from where he’d stomped, knocking them all down with a staggering amount of terrible force. His opposition incapacitated, Salem wasted no time in rushing forward and nearly tackling the Relic.

“At last,” he gripped the Relic in his paws. “My salvation is in my grasp! I will have domination! I will have control! I will-”

Suddenly, he fell to a shocked hush, his eyes growing wide. While most of the group was looking at him from their prone positions, he was staring directly behind them over the river. Floating high above the water, right in front of the Milano, were two humanoid figures. One was a woman with red skin and horns, and the other was a man with blue skin and horns. Their hands were intertwined as they looked down at Salem… bearing expressions of disdain and ill intent for the cat.

“No…” Salem shuddered. “It… it cannot be! No! NO-!”

As he rambled in his panic, the woman slowly extended her arm and faced her hand at Salem. Instantly she pulled it back hard, and Salem then found himself flying through the air, screaming as he went. His trajectory sent him over the waters of the East River before his flight ended and he plunged beneath the cold waters below.

The heroes watched as their foe descended into the water, and then took notice of the creatures who had caused this new turn of events. They slowly stood up, letting their minds register the sight of the new arrivals and what they had done.

…

“Uh…” Ruby stuttered, being the first one among them with the nerve to speak. “Who… Who are you?”

The woman and the man looked to the group, the expressions on their faces softening a bit. “Greetings,” the woman said. “We are the last of the Klaxo-sapians. The last of the old… and the first of the new.”

The man began speaking as well, picking up where she’d left off. “For many years, we have slept beneath the surface of your planet, recovering from the last time our species clashed. We have waited and waited for the right time to re-emerge and escape to the stars… but our slumber has been prematurely awakened.”

Scott gave a confused look as he turned to his comrades and then back to the man and woman. “Yeah,” he said, “Okay, well, I don’t think this is making any sense to me, sorry.”

The woman looked to him, giving an amused chuckle. “Trouble yourself not with what it means for now. But either way… the immediate danger cannot be ignored.” She looked back to Palpatine, who was still bleeding out on the ground. “You have brought unfathomable destruction to this planet, rudely awakened our people, and attempted to make us your slaves. To ignore what you have done would be a betrayal of our kind.”

“For that,” the man started again, casting his gaze to Palpatine as well, “We shall eliminate every single being that you have brought to this planet. We will tear your ships and war machines asunder, and murder your soldiers in droves. This is the punishment that awaits all who intend to bring us into a war beyond our concerns again.”

Palpatine looked above at the Klaxo-sapians, letting what they were saying run through his mind. He coughed, attempted to quell the blood in his throat, and then spoke. “If you wish to ensure you are never disturbed again,” he explained, “...Then you must be thorough. You must destroy every single Imperial on this planet. If even a single one of them makes it back to our home galaxy… then they will be back. As long as they believe there is a chance of conquering this planet, they will come again and again, with bigger weapons and greater numbers. You _must_ make sure they are all dead if you ever want peace.”

For a moment, they were completely silent. Then, the woman nodded.

“Then we shall,” she said. “We are pleased to hear that you understand.”

The woman then looked at Peter Parker, noticing he was holding the Relic tightly in his arms. She held out her hand. “Please,” she spoke, “You must relinquish the Relic to us.”

Peter looked down at the Relic, then back to the woman with wide eyes. “What? No!” he shouted. “It- It’s _our_ child! You can’t just-”

“Peter,” Weiss said, putting her hand on his shoulder. “I know it’s hard, but… they’re right. We were never meant to use a Relic like this in the first place.”

Parker looked over, gazing at the woman he loved in her light blue eyes… then he heaved a sigh and turned back to the Klaxo-sapians, holding out the Relic. “...All right. It’s yours.”

The woman nodded contently. As she held open her palm, the Relic began floating out of Parker’s hands and moved towards her. Everyone’s eyes remained on the Relic as it levitated across the air, before finally resting in her hands.

Comfortably confirming her grip, she turned to the man and smiled, holding the Relic over to him. “Shall we do it together, darling?”

The man mirrored her smile and placed his hands upon the Relic as well. “Just as we were always meant to, my love.”

…

Way too many alarms blared on the Helicarrier for Skipper to keep track of. All the same, he got the big, important message from them: everything was going wrong.

Skipper leaned back in his chair as his flippers cradled his forehead, barely able to contain the stress of all that was happening. Their forces were just barely holding the Imperials back, the Klaxosaurs had already been awakened, and at the rate of losses they were taking, he was growing increasingly unsure of whether or not they would survive this day, even if the Avengers and team RWBY _did_ manage to fend off the Emperor.

Skipper knew from the start that this battle would probably be his last. But that didn’t make enduring it any less demoralizing.

Once again, a panicked transmission came on his command station’s radio, heralding their doom in an all-too-familiar way. “Director Skipper!” a young SHIELD pilot said, “There’s too many Imperials! We’re not gonna make it!”

Skipper didn’t even bother responding this time. There was nothing more to say.

Even now, he saw the cannons of a nearby Star Destroyer directing their aim right at the command deck of the Helicarrier, signaling that their doom was only a few short seconds away. Skipper took in one last breath and closed his eyes, waiting for the end to finally come…

...But when the loud boom sounded, it did not bring about any nearby explosion.

After a tense moment, Skipper opened his eyes to find everything around him completely intact. What’s more, he found all the technicians on the command deck ceasing what they were previously doing and staring out the grand window in front of them. Skipper followed their gaze, and soon found himself completely dumbfounded as well.

The nearby Klaxo-cannons that had arisen from the ground were now firing upon the Star Destroyers in their sight. Gigantic beams of blue energy erupted from their muzzles as they shot out towards the Destroyers, exploding brilliantly as soon as they made contact. Already a few Destroyers were plummeting out of the sky, their bodies smoking from the craters that the cannons had left in them.

The cannons were not the only ones to join the fight, either - the behemoth Klaxosaurs on the ground were starting to move again, turning on the Imperial ground forces that had previously seemed to rally around them and starting to sweep them aside like splinters to a woodchipper. Smaller, aerial craft bearing the same color scheme and patterns as the other Klaxo-organisms suddenly appeared in Skipper’s view as well, joining the remaining SHIELD tac fighters by their side and blasting down the enemy TIEs wherever they were. The tac fighter pilots were clearly confused at first, but it didn’t take long for them to join their new surprise allies in reclaiming the battle.

The tide was turning in the most unexpected of ways.

As Skipper continued staring, the pilot from earlier came on the radio again. “Director Skipper, it’s a miracle! The Klaxosaurs... it looks like they’re on our side now! The Empire’s in full retreat - we’re gonna make it!”

Skipper once again found himself unable to say anything… but this time because he was too shocked for his mind to even work.

“Director?” the voice continued. “Director?!”

Skipper switched a button on his command radio, changing the tuning. “You seein’ this, Kowalski?” he asked.

“I am, Skipper,” Kowalski responded. “I… don’t think I have an analysis for this one.”

…

The AT-AT continued attempting to pelt its assailant with blaster cannon fire, only for it to all be fruitless as the gigantic Klaxosaur brought its foot down upon its body, crushing the walker instantly.

The Eds continued watching from behind the window of Double D’s house as the Klaxosaurs continued fighting back. The turn of events was barely enough for them to comprehend - one second the Empire had descended upon them with full force and fury, the next these new creatures had awakened beneath their very feet, and now they were driving off the Empire unexpectedly. Even the firepower the local SHIELD forces had been throwing at the Imperials seemed to be dwarfed by what the Klaxosaurs were dishing back.

Double D took a couple steps back from the window, resting his hand against his head. “By jove… I don’t even know where to begin with this!”

Ed and Eddy turned to him, their stupor only being broken slightly. “Huh?” Eddy asked.

“I- I mean,” Double D began, “The scientific phenomona around this must be huge! World-changing, even! It’s clear that the Empire’s the reason they awoke in the first place, which we can only assume was their intention, and yet the Klaxosaurs are putting up enough resistance that their entire plan must be falling apart! How did they know this would happen? Or did they even _want_ it to happen? Just what were they hoping to…”

As he continued rambling, Eddy narrowed his eyes and walked forward. When he was close enough, he slammed his hand over Double D’s mouth and leaned in closer.

“You’ve gotta learn to talk less, sockhead.”

He lifted his hand from Double D’s mouth… only to have his lips replace its position.

Double D closed his eyes and placed his hands on Eddy’s waist as their kiss deepened, enjoying the moment while the Empire’s forces continued to fall all around them.

…

By this point, most of the Empire’s remaining forces had either been destroyed or taken prisoner by SHIELD. The stragglers still attempting to retreat were quickly shot down, and all the capital ships were burning wreckages across the Earth’s surface. They would become little more than scavenging material now, for many more decades.

The rest of the Avengers and team RWBY had found their way to the Klaxo-sapians, and were witnessing them continuing to work with the Relic in driving off the Empire. None of them dared speak, for they knew they would never get the chance to witness something like this ever again.

Finally, at last, when the last Imperial had fallen, the Klaxo-organisms all stopped moving.

Then, grand rumblings all over the Earth began again. The heroes watched as the Klaxo-cannon in the East River began sinking down into the water, and then noticed the other Klaxosaurs in the distance started settling and burrowing into the ground beneath them as well. The aerial craft started disappearing beyond the horizon, undoubtedly finding their own way back below the Earth’s crust as well.

There were a few more minutes of rumbling… then all was silent once again.

The Klaxo-sapians smiled at each other before turning back to the now-larger group. “It is done,” the man said. “The Imperial forces here are no more.”

Keiichi Maebara sighed. “Well then… what now?”

The woman turned to the man briefly, a concerned look on her face. “We are not sure,” she said, looking back to the group. “We cannot let anyone ever find this Relic again. We can take it back beneath the surface with us, but as long as it exists, there is always a chance for it to be misused.”

“She’s right,” Blake said, concern on her face as she looked to everyone. “Relics aren’t easy to destroy, to the point where some people doubt if they can be destroyed at all. But we’ve all seen what the Empire did by themselves, and what could happen if others like them took hold of it.”

T’challa nodded. “Indeed. Even if they take it down with them, there is no guarantee that-”

**“We can eat it.”**

The entire group and the Klaxo-sapians turned to Venom in surprise, not expecting his voice to suddenly pop up.

“...What did you say?” Gamora asked.

**“We can eat it,”** Venom repeated. **“It is part machine, yes… but also part flesh. And there is no flesh we cannot consume.”**

“So… wait,” Peter Parker spoke up. “Let me get this straight - you want to _eat_ our baby? Just- Just like that? That’s what you’re saying?”

Venom turned to him with a malicious grin on his face. **“You said we were allowed to eat two a day, right? This will be our second one.”**

“Wha… I-!”

Just as Parker stepped forward to confront him, Weiss held his hand and stopped him. “Peter.”

Parker turned back to her, looking at the grim expression on her face. “There might not be another way,” she said.

Peter looked at her for a few more seconds… then sighed, turning back to Venom. “Fine… just get it over with.”

Venom grinned even wider. **“How generous of you, Spider-man.”**

The woman and man couldn’t help but snicker at what they were watching. “The world has certainly changed quite a bit since we left, hasn’t it?” the man said. “Very well, then… we will allow you to attempt consuming it.”

He then held out the Relic and let it float over to Venom. The beast quickly grabbed it with startling speed as soon as it was within his reach. He pulled it in and observed it for a few more seconds before opening his jaws wide, and beginning his messy consumption.

As Venom continued noisily masticating, prompting most of the group to stare in disgust, Steve and Ruby looked at each other, sharing a worried look.

“I sure hope this works,” Ruby said.

Steve nodded. “Me too.”


	16. To Make a Long Story Short

It did.  
...


	17. The Musical Finale

With one final bite and swallow, Venom finished the deed.

He and the others looked up to the Klaxo-sapians, not sure of what would happen next. A moment passed… and then the two of them smiled.

“Very good,” the woman said. “Now, no one will ever attempt to harness our race again. We will serve as the war machines for others no longer. Our sleep shall-”

**“BRRRRRRRRRAAAAAAAP”**

Her speech was unceremoniously cut off by Venom suddenly burping, a loud and prolonged trumpet blast that took everyone’s attention by force and made them all shoot a disgusted look in his direction.

He looked around awkwardly. **“...Sorry.”**

“Look, I think we get the idea,” Qrow interjected. “I assume you’re gonna go back to your sleepover with all your dino pals now?”

The man nodded. “Indeed. Our sleep was interrupted so rudely… but thankfully it has lasted very little in the long run.”

“Right…” Tony mused. “Hey, real quick, would it be too much to ask that you be a bit more careful when you wake up for good? No offense, but I’m willing to bet there was quite a bit of collateral damage when you-”

As if to pre-humously punctuate his point, a broken chimney from a nearby building slid off its nearly-destroyed roof and shattered on the ground. Well, it would’ve shattered on the ground, anyway, had it not been for the fact that it instead landed right on Yang, knocking her to the ground with a loud “Oof!”

“...Woke up,” Tony finished after a second.

The woman smiled at him. “Trouble yourself not,” she explained. “When we finally awake for good, it may be many years from now, long after you are no more.”

“But in the meantime,” the man continued, “We feel confident leaving this world in your hands… Avengers.”

Before anyone could think to ask about how they knew their team name, the man and woman turned to each other, taking their other hands together in their mutual grip. Their smiles went from relieved to loving as they gazed into each others’ eyes.

“Let’s go home now, my love,” the man said.

The woman nodded. “Yes… let’s go home together.”

With that, their mortal bodies began fading, growing more and more transparent in the air they floated in, until finally their forms were no longer. The woman only uttered one more sentence before the two of them faded from sight.

“I love you, darling.”

The Avengers, team RWBY, and present company continued staring for a while, their gazes fixated on where the Klaxo-sapians had been addressing them only moments ago. Time appeared to stand still for an unknown amount of time, nothing daring to break the quiet din.

Several of them looked to where Palpatine lay, expecting him to say something again… before they saw the absence of any chest movement and realized that he couldn’t. The Emperor had passed away just as the red-skinned woman and blue-skinned man had disappeared. With his expiration, the very last of the Empire’s presence that had come to the Milky Way Galaxy was no more.

The silence was thick enough to cut with a knife... until Venom’s symbiote retracted into Eddie, who finally drew everyone’s attention as he gave a satisfied sigh.

“Man, that was _delicious!_ ” Eddie exclaimed, rubbing his stomach. “We still have no idea what the hell that thing was made of, but that was the tastiest thing we’ve eaten in a long-ass time! I swear, if we could make that thing regularly-”

He then turned and saw Parker and Weiss staring right at him, their expressions looking the most disgusted of all the others.

“Oh…” Eddie suddenly realized. “Hey, uh… sorry about eating your kid, man. I mean, uh… there really was no other choice, right?”

Weiss sighed. “Well, in one day I’ve lost my virginity, given birth to something not even human, and then watched as an alien ate my baby right in front of me. I think I need a break after this.”

Parker nodded. “Yeah, same… I think Ned knows a pretty good therapist, thankfully.”

“Well, your breaks are gonna have to wait for a bit,” Steve said. “The Empire made a pretty big mess of things around here, and it’s not going to clean up itself.”

T’challa nodded. “Agreed. Our work as heroes is not done just yet. The people may be safe… but they need a home to come back to.”

Ruby, on the other hand, shook her head in disappointment. “Aw man, we’ve got to help with that too? Can’t we just leave it to the authorities?”

T’challa turned to her and smirked. “I do not know how things work on your world… but here, everyone must pitch in to help the place they live.”

Ruby cocked her head before looking at the destruction all around her. Buildings in pieces, landmarks devastated, roads everywhere bursting with cracks… it may have been a definite victory, but there would clearly be a lot of work required to recover from it all. She realized T’challa was right - their duty as heroes wasn’t over just because the fighting was.

Ruby sighed in agreement. “All right, then…” She then turned back to the ruined city and pointed forward. “Team RWBY, time for cleanup detail!”

With that, she dashed forward, eager to start before anyone else could. While everyone else just stared in surprise, the Hulk grinned.

 **“Hulk likes her enthusiasm!”** Hulk shouted. **“Hulk would like to try with un-smashing now!”**

He then jumped off in her direction before disappearing beyond a few large buildings on a distant street. The impact of his landing gave the clear indication that so far, his un-smashing was not going very well.

“Wait, hold up!” Tony yelled, extending his helmet back over his head before flying off. “At least come out of angry mode first!”

Strange sighed before opening a portal. “I’d better start before things get _too_ broken beyond repair, then.”

After he stepped through, most of the others began heading off in their own directions as well, all seeking what needed fixing up. New York City was big, after all, and the sooner they started, the better - especially considering the rest of the world would probably need their help with rebuilding as well.

However, Peter Parker and Weiss Schnee hung back for just a little longer after everyone else had left.

They turned to each other, a pall hanging over them before Weiss finally made an awkward smile.

“Well… we sure made a mess of things, didn’t we?”

Parker awkwardly rubbed the back of his head. “Heh… yeah. We sure did…”

Another long period of silence followed, neither of them knowing what to say next. Finally, Parker found his words.

“Hey, so, I was serious about the therapist thing,” he explained, “If you want, I can see if he can make some appointments for you as well-”

“It’s fine, Peter,” she said, holding up her hand. “I just… think I need some R&R in Remnant for a while.”

“Oh,” Parker said. He then smirked before thinking for a bit. “Wait, wouldn’t that make it R&R&R?”

Weiss gave him a curious look. Noticing she wasn’t laughing, he decided to clarify. “You know, ‘cause your world’s called Remnant, and, uh, you said R&R-”

 _“Oh,”_ Weiss said, surprised. “Oh, _now_ I get it.”

“Yeah, yeah, I-”

“Sorry, I just-” Weiss explained, “I really do need some time.”

“Right,” Parker nodded. Just as he started walking off, however, Weiss called out to him again.

“Hey… I know that it kinda did lead to a really big mess, but…” Weiss looked away slightly and blushed, a small smile on her face. “I’m really glad you were my first.”

Peter found himself unable to stop blushing and smiling as well. “Oh, yeah. R-Right back at ya…”

Weiss chuckled at his awkwardness. “So, listen; when all of this is over… I know it’s a big responsibility and all, but… well…”

She looked right into his eyes. “Do you want to try again?”

Peter blinked in shock. “Oh… oh! W-Well, I mean, uh… like you said, it’s a big responsibility, but…”

He began looking into her eyes as well. “I guess… if you really wanted to-”

 **“NNNNNNNope,** ” Tony interrupted, suddenly flying back in and derailing their conversation before it could go further. “Nope, nope, NOPE. You’re still too young, it’s not happening, end of story. Now come on, you’re not getting out of this.”

“Wha- But I- Ow!” Peter suddenly yelled as Tony grabbed him by the ear and began dragging him away. “Mr. Stark, please! It kinda hurts!”

As she watched her spider-lover being dragged away, Weiss shook her head and sighed before walking off to join the others. T’challa and Ruby were right, of course - team RWBY had to serve its purpose no matter what form it took. The cleanup was immediate - the rest could wait until later.

…

**One week later…**

The graveyard was as quiet as ever as the mist of the morning settled in the air. There was no substantial blowing of wind, no cars passing by, nothing to break the dead silence. There was only quiet as far as the ear could hear.

The Avengers, team RWBY, and present company had gathered into the graveyard, all of them dressed in proper mourning attire. While they had been too busy to attend the initial burial, they all knew that it would only be right if they still paid their respects at the graves of the ones who were taken too soon from this world. Their happenstance of getting caught up in a conflict too big for either of them to fully realize was nothing more than a terrible accident, a fate neither of them had chosen. At the very least, they deserved respect.

The group stood silently in front of the two graves, the stones standing side-by-side just as the occupants had in life. Even from some distance away, the inscriptions on the stones were unmistakable.

_Lightning McQueen_

_Invaluable friend, loving father_

_World champion_

_Tow Mater_

_Friend to all, helper to many_

_Lover to one_

Everyone stood silently, regretting how badly things had ended for the couple. Their son, Mustang, had been transferred to a foster family only a couple days after the funeral, where hopefully his recovery would come as quickly as it possibly could. All of Radiator Springs would remember Lightning and Mater as the pillars of their community, until the end of their days. Still, it was undeniable that they had been taken too soon.

The quiet continued, no one daring to break it. That is, until Peter Parker opened his mouth… and began to sing.

_“The winner takes all…”_

Everyone turned in his direction, startled at the sudden end to the quiet. However, despite feeling everyone’s eyes laying into him, Parker continued to sing, putting all of his heart into every word.

_“It’s the thrill of one more kill_

_The last one to fall,_

_Will never sacrifice their will!”_

As he continued, Weiss stepped forward and came to his side. She closed her eyes, concentrated her diaphragm, and began singing with the musical Spider-man as well, creating a beautiful harmony.

_“Don’t ever look back_

_On the world closing in_

_Be on the attack,_

_With your wings on the wind…”_

Not wanting to be left out, Peter Quill joined in as well, putting on his best rock-opera impression as he sang.

_“Oh, the games will begiiiiiiiiin!”_

With that, everyone present began singing as well. Their voices all matched together and created a beautiful epicenter of music, one that reached far and wide as they sang. Their hearts and souls resonated all at once, with nary a weak spot to be found in the sudden chorus of heroes.

A fair distance away, on a hill overlooking the graveyard, a single penguin watched as the group held their private concert, standing firmly as the melodious music weaved through his ears.

He raised a flipper to wipe a lone tear from his eye… just as he heard footsteps behind him.

“Looks like our world owes a debt to them once again.”

Skipper turned to see a refreshingly familiar face beside him. A tall black man with a shaved head, a long dark coat, and an eyepatch was looking out at the graveyard as well, watching both the familiar and unfamiliar heroes as he stood at Skipper’s side.

The penguin smiled. “Indisputably so, Director Fury.”

Fury nodded. “I must say, I wasn’t expecting help from their new arrivals… but it worked out in the end, so I guess it was the kind of surprise we all needed.”

Skipper looked back to the graveyard and nodded. “I think the world would agree with you, sir.”

As the song’s chorus ended, Blake stepped closer to the gravestones and closed her eyes, preparing to carry the second verse.

_“You don’t get no silver…_

_Ohhhhhhh, you only lose the gold_

_You push with a fever,_

_For your time keeps tolling on!”_

Thor stepped to her side and joined in, singing with a voice that would make any chorus of vikings proud.

_“Against all the odds,_

_Against all your pain,_

_Your back’s on the wall,_

_With no one to blame!”_

And while Eddie had far from a good singing voice, he could not resist joining in as well.

_“Wild hearts won’t be taaaaaaaaaamed!”_

Once again, everyone joined together for the chorus, letting their voices carry each other in the glorious tune.

_“And it’s sweeeeeet, sweeeeeet, sweet victory, ohhhhh…_

_And it’s ours for the taking,_

_It’s ours for the fight!_

_And it’s sweeeeeeet, sweeeeeet, sweet victory, yeah…_

_And the one who’s last to fall…_

_The winner takes all!”_

Just as Skipper was getting lost in the tune, Fury turned to him with utmost importance.

“Now, there’s something I need to give you, Skipper…”

“Hm?” Skipper turned to Fury with a curious look on his face, with nary an idea what he could possibly be talking about.

“Make no mistake,” Fury began, “You kept SHIELD together in what was possibly its darkest hour yet. Not only that, but you managed to coordinate all of the world’s defenses against some of the most overwhelming odds we’ve ever seen. And for that… you’ve shown that you’re capable of nothing short of tremendous responsibility.”

Fury reached into his coat and pulled out a set of documents before holding them to Skipper. “You’ve earned this, Substitute Director.”

Skipper cautiously took the documents and examined them. His eyes went wide as soon as he recognized what they were, and hastily held them back out to Fury.

“Director, I-” Skipper said, taken more off-guard than he had been in a long time. “I’m not… I can’t accept this. It’s too-”

“You can, and you _will_ ,” Fury said, pushing Skipper’s flipper back. “You showed the kind of grace under pressure that only happens once in a lifetime. I can think of no one more deserving of the Hard R N-word Pass.”

Skipper looked down at the documents again and contemplated them some more before Fury caught his attention again.

“Hey,” Fury smiled, “You’re already half-black anyway.”

Finally, Skipper returned his smile and brought the documents to his side. “I’m honored beyond words, Director Fury. I promise you now that this power will not be abused, and if I ever need to use this, it’ll only be when absolutely necessary.”

Fury nodded. “I know you will, Skipper. You’re not the man your father was.”

With that, Fury raised his hand and saluted. “Thank you for your service, Major. If we ever need you again… well, I’ll know where to find you.”

Just as the heroes in the misty graveyard began raising their voices in the final chorus, Skipper grinned proudly and mirrored his salute. “I’m sure you will… **my nigga.** ”

_“And the one who’s last to fallllllllll…_

_The winner takes allllllll…”_

_The End_

**Notes for the Chapter:**

> And so there it is: the long-awaited finale of The Shitpost Saga.
> 
> If you made it this far, I thank you. Writing this was an absolute blast from beginning to end, and I really hope you enjoyed reading it as much as I enjoyed making it. But don't make any goodbyes you may have just yet - this isn't the end of my absurd, crazy stories, and it may not even be the end for our heroes in The Shitpost Saga...
> 
> I dedicate this story to the friends of mine whom I first shared this with - your smiles and laughter really made it all worth it.


	18. Epilogue - or, the obligatory post-credits scene

Over a year had passed since the Empire’s attempted invasion of Earth. The nations of the planet had managed to rebuild and recover from the damage in no time at all since then, and everyone was enjoying the long period of peace that followed. Now more than ever, given that it was the holiday season.

Team RWBY had come to visit Avengers Tower on their holiday trip, considering anyone who willingly fought alongside them for the sake of the universe was probably a step above just sending holiday cards to. And wouldn’t you know it, the visit was going as swimmingly as it could, as everyone joyfully dined and made merry together, discussing things such as changes and upgrades to their weapons (a topic that Ruby was especially eager to make sure she got in on), how their worlds were doing since the Empire’s defeat, and how the author originally typed “Christmas” instead of “holiday” in this epilogue but changed it just to piss everyone off.

It was a very happy get-together for all of them… unaware as they were that they were being observed by an unwelcome voyeur.

He sat in his dark observation room, the gadgets and machinery around him buzzing and humming as they worked. Any details of the tower he wanted to observe were at his fingertips, requiring only the push of a button to switch to. There was no chance they would ever find the secret cameras he’d set up in their headquarters - he was far too cunning to have made such a mistake in the setup. They were all his to observe… as he begun unfolding his grand machinations.

“Yes,” he mused, “Celebrate while you still can, oh-so-mighty Avengers and team RWBY. Your peace shall not last!”

He stood up in his chair as his voice grew louder, unafraid of anyone hearing him. “Your doom is approaching, and when it arrives, the last thing you shall ever see is the face of the one who brought it upon you! The face… OF ZIIIIIIM!!!”


End file.
